Volume III: Episode 13: Tools of Foul Play


The faunus Atlas student raced along, trailing a rainbow of light from her speed-boosting semblance behind her, but an Alpha Beowolf lunged toward her out of the shadows.

"Rainbow, get down!"

Without a moment's hesitation, the student Huntress dropped into a crouch, allowing her momentum to keep her skating along as Lavi fired his rifle over her at the Alpha. His hand blurred as he worked the bolt and fired again and again, the heavy rounds puncturing the Grimm's chest and sending it staggering back before it collapsed and began to dissipate.

Straightening back up, Neon "Rainbow" Katt spun around and gave him a wink and a thumbs up. "Thanks, cutie!" she called as she turned back to the fight.

"Uh?" Lavi blinked. "You're... welcome?"

Velvet scowled and gave him an arched eyebrow, to which he blushed and darted past her, thrusting with his bayonet-tipped rifle at a Creep that had slipped in close, impaling it.

"I'm not- it's not- Rainbow's just like that, Velv," he murmured in embarrassment as he withdrew his weapon from the dissolving Grimm and took stock of the rapidly thinning opposition. "She likes messing with people."

Team CFVY and Team RRFL had managed to link up with Team FNKI, a first-year Atlesian team, and together, they had battled their way almost fully across the parking lot toward campus. The Grimm had come swarming up from the Emerald Forest in numbers far greater than normal, overwhelming the concealed automated defenses and climbing over each other to get up the cliffs.

Velvet stabbed the last Beowolf with the bayonet Lavi had gifted her - which she unfortunately still hadn't gotten around to renaming; a gift like this deserved to be renamed in honor of the giving - and sighed, shaking her head. "I suppose you're right," she relented begrudgingly. She remembered how Neon had relentlessly needled Blake during the doubles round.

"Hey, come on, love birds!" Coco called out as she sent a hail of fire from Gianduja into the sky at a flock of Nevermores. "Get moving! We've got to get to the tower!"

The two of them nodded. It had been Coco who had pointed out that if anything could punch through the jamming, it would be the CCT Tower itself.

The three teams took advantage of the brief pause in the fighting to regroup and reload before pushing forward.


The Grimm attack alarm sounded loud and clear, even in this obscure corner of the academy.

"This could not have come at a worse time," cursed Flint.

The professor looked around to his compatriots, only two this time. Spirit and Gung-Ho were good sorts, the type of people you would want at your back. Which was exactly why none of them could be spared to continue watching James Ironwood's quarters; they needed to be out defending the city. However, they had to keep at least one guard there, or they would all be drummed out and hung right alongside their erstwhile commanding officer, possibly with the entirety of the Atlas faculty following along with them.

It was an insane thought, but considering that the headmaster was getting charged with treason for falling in love with a Valish woman, he wouldn't put it past the council these days.

"Spirit, you're with me. Gung-Ho, keep the headmaster safe," ordered Flint. The logic on it was simple: Gung-Ho was one of the toughest Joes around, so if things went for the worst, they'd need to make sure not a single black hair was out of place on James Ironwood's head, while Spirit was the head psychologist at Atlas Academy and would be invaluable in helping keep people from panicking during the attack or in getting control over those who were already panicking.

"Won't let you down, Flint," replied Gung-Ho with a salute.

With that, the other two Joes departed, leaving the perpetually bare-chested jungle warfare instructor alone to guard the door. Gung-Ho would do his duty, of that everyone was assured, but… but he didn't want to, and that was something everyone could agree on. Ironwood should still be the General and leading the troops into battle against the forces of the Enemy. Instead, he was locked up and being guarded by the very troops that wanted him to lead them, all because two little women and a small man didn't want one Eisenhans of a man to stand in their way.

"It's just like my mama always said, 'there ain't no justice for the just,'" quoted Gung-Ho sourly, his hand dropping to caress the handle of the .40 Auto semi-auto pistol in its holster in an almost melancholic fashion. "Guess I haven't exactly been proving her wrong like I said I would, am I?"

The hallway was silent, just as unwilling to answer his question as the sirens still wailing away outside.


Ironwood continued to search around the room for anything he could use as a weapon. He'd searched before and found nothing, but he was lowering his standards once again. Anything would do at this point.

His room didn't have much in the way of… well, much of anything, really. Just about everything had been removed to prevent the possibility of suicide. It was why the bed was just a simple futon. A camera in the corner was even watching him to make sure that the plain clothes he wore weren't used to hang himself.

Worst case scenario, he'd take off his arm and use it to beat the enemy to death.

It was quickly starting to look like the only case scenario.

Kogetsu had always complimented how the cybernetic replacement of his right side looked cool, but at that moment, Ironwood was more concerned about how he had turned down the chance to install a microrocket launcher in his wrist. Well, lesson learned; if he got out of this situation alive, the first thing he was going to do was install wrist rockets. All he would need to do is to schedule an appointment with…

…no. No, he had already promised what he was going to do once he got out. He was going to hug his family close, and he was going to finally marry Glynda… and then, after that, and after the wrist rocket installation, he was going to tell the council exactly where they could stick their-

The room exploded, and then all of a sudden, James Ironwood was lost to the world.


"What I don't get is, who would be attacking Vale?" Symphony - that is, Ivori of Team FNKI - mused aloud.

The three teams were exhausted, running on their last reserves of aura, but they were in the final stretch. The CCT tower was just ahead of them.

"Autobots?" Lavi suggested.

"Maybe," Coco murmured uncertainly.

"Whoa, hold up, " Flynt "Jazz" Coal interjected. "Who or what is an 'Autobot'?"

Most of them didn't notice Rain falling behind as he reached up and pressed his earpiece, but Velvet did, as did Blues - Kobalt from Team FNKI - and soon, the whole group had stalled to watch as he conversed with... someone.

"Someone got through the jamming?" Velvet asked, her spirits lifting.

Lavi shrugged and shook his head in confusion.

"Dunno how," Rainbow declared, tapping her own earpiece. "I'm not getting anything."

"Sir?" Rain asked, obviously startled. "But- yes, sir." His shoulders sagged a little briefly before squaring. "Understood, sir. Of course, sir."

Blues walked up to him. "Orders?"

Rain gave him a curt nod and answered simply, "Yes."

Rain's hand lowered from his earpiece... and blurred, reaching for Blues before drawing back. As the Team FNKI member sank to his knees, it took Velvet a moment to recognize the still-beating heart Rain held in his hand, ripped right out of Blues's chest.

"Team Ruffle," Rain ordered. "Terrorize."


The faunus Atlas student raced along, trailing a rainbow of light from her speed-boosting semblance behind her, but an Alpha Beowolf lunged toward her out of the shadows.

"Rainbow, get down!"

The student Huntress hesitated and nearly got her head taken off by the Alpha's meaty paw. As it was, she lost a chunk of aura as the blow sent her tumbling. The Grimm tried to follow up on the opening, but a trio of arrows seemed to sprout from it - one in the chest, one the throat, one the eye - and it collapsed and faded to smoke.

"Thanks," grumbled Rainbow "Boomer" Dash.

"You're welcome," Sour "Sakura" Sweet said sweetly as she stepped forward and continued loosing arrows at the Grimm, before her expression twisted into a critical snarl, "but when someone says 'get down,' you get down."

As Rainbow rose to her feet, she saw the Shadowbolt suddenly aim for the sky, loosing at a Giant Nevermore. The explosive-tipped arrow detonated and tore a wing off the flying Grimm, and before it dissipated, the Nevermore spiraled into the ground, crushing a pack of lesser Beowolves.

Sour smirked at her. Rainbow scowled. "That still only counts as one!" she declared indignantly. The Shadowbolt team leader just laughed and turned her attention back to the Grimm.

"Cool yer jets, Dashie," Jacqueline "Spurs" Apple - Applejack to most people - ordered as she smoothly reloaded One in a Thousand. "Ain't got time for countin' coup."

A giant slab of rock, propelled by Maud "Geode" Pie's semblance, flew through the air and flattened a dozen or so Creeps. Rainbow watched with satisfaction as Sour's jaw dropped.

"Or mebbe we do," Applejack amended.

Team JSPR and Team SSCL had made their way out of the Atlas dorms into the courtyard when the initial alarms sounded, but while many of the other students had headed for the Bullheads in order to help in the city, JSPR and SSCL had stayed behind.

After all, the Emerald Forest, filled with Grimm, bordered on the campus.

That was proving to have been a wise decision, as the Grimm began swarming up onto the campus after the Bullheads had departed with the first wave of students to help in the city. Almost as though the massive assault - on a scale unseen in Vale since the Great War and somehow backed up by a level seven Grimm incursion - had been nothing more than a distraction to clear the academy grounds of opposition.

Rainbow and Sour were focused on running around and plugging holes in the defense cordon they'd set up. Maud was primarily focused on crowd control, positioning chunks of stone to funnel the Grimm in.

Meanwhile, Jet "Maverick" Set was distracting the Grimm with the insubstantial clones from his semblance, Decoy. An Alpha Creep had managed to creep up on him, but he quickly deployed the shovel blade to decapitate it. His wife, Upper "Seal" Crust, flitted back and forth across the battlefield blasting away with her submachine gun, Close Enough, before seeming to vanish through the use of her own semblance, Blend, only to reappear elsewhere.

Battle couple indeed.

Not that Rainbow was jealous or anything.

Flash "Phalanx" Sentry was up front, living up to his callsign by holding one of the larger gaps with Rho Aias even as he lashed out with Caliburn in sword form. Applejack was with Lemon "Reverb" Zest near the back, blasting away with One in a Thousand and Housecrasher, the latter's cumbersome weapon proving itself invaluable as it pulped even the larger Grimm with sonic shockwaves powerful enough to pulverize stone.

Her thoughts were interrupted by a series of explosions elsewhere on campus, and a Skystriker streaked by overhead before looping back around.

"Clever," Sour mused respectfully, then snarled. "This was another distraction! They must be after the General! Jasper, go! We'll hold here!"

Rainbow's head turned toward the explosions and begrudgingly realized the Shadowbolt was right. That was the guest dorms assigned to the visiting faculty... the guest dorms where General Ironwood was being held under house arrest.

"Dashie!" Applejack called. "Go ahead! We'll catch up! Maud?"

Rainbow didn't see or hear what came next. She was already running, her semblance - which she had modestly named after herself - propelling her at a speed that couldn't be matched by any other Atlas student.

No matter what Neon Katt claimed!


Neon couldn't believe what was happening. Vanguard had just killed Kobalt, literally ripped his heart out! It was like a switch had been flipped, and Team RRFL had turned on them before anyone on Team CFVY or Team FNKI could react.

She had seen Flynt get hammered by Thunder to lie unmoving on the ground before Thunder turned and entangled Ivori's whip, pulling him in for a brutal beatdown. She'd lost track of Vanguard and Lightning, but Black Out - Lavi - was behind her, his arm wrapped around her throat in a choke hold. Lavi, sweet, shy, adorable Lavi Stall, who was so fun to tease and mess around with, who had arguably saved her life mere minutes ago, was now choking that same life out of her.

And in front of her, confronting him... was Lavi's girlfriend. Neon couldn't imagine what Velvet was feeling right now, but the sheer betrayal on her face spoke volumes.

"Why, Lavi?" Velvet demanded. "Why?l"

"Sorry, Velv." He actually sounded sincere, his hot breath tickling Neon's ear. "I have my orders."

"'Orders'?" Velvet sputtered incredulously. "To terrorize? What bloody kind of orders are those?!"

"My captain's orders," was Lavi's harsh reply. "Nothing personal."

"It feels pretty bloody personal to me," the rabbit faunus hissed, taking the words right out of Neon's mouth. Well, she would have, if Neon was in a position to talk. And Neon probably wouldn't have included the "bloody" part.

"It doesn't have to end like this, Velv," he insisted. "You could join us."

"Join you? Are you mad?" Velvet demanded. "After all this?"

"Knowingly or not, you and your team went out of your way to help us in our mission, got us the intel to make this strike against the White Fang possible," reasoned Lavi. "We could spin it easily. The White Fang are terrorists. You owe them no loyalty."

"The White Fang, yeah," Velvet agreed. "But your people aren't just attacking the White Fang. You're attacking Vale."

Lavi snorted. "Vale's been harboring the White Fang for months, maybe years."

"That's a bloody lie, and you know it!"

"Do I?" he shot back. "Coco didn't even trust your own headmaster. How could we possibly trust Vale's government?"

"Don't give me that!" Velvet snapped "If this were about the White Fang, about Vale, why attack Team Funky?"

Even with the edges of her vision turning black, Neon could hear him blinking. "You've... never actually listened to Neon talk about human/faunus relations, have you?"

Oh, come on! Neon thought, wishing she could speak to defend herself as consciousness began to fade. It was just a joke! I repeated. A lot...


The Skystriker flew back towards the ruined building that had been destroyed by the mighty genius of the Decepticons' top scientist and transformed into the one, the only, Air Commander Starscream of the Decepticon Seeker Corps!

Starscream allowed himself the chance to laugh at the misfortune of the pitiful fools that opposed him that they should find themselves in opposition to him. It really was humorous, and so he laughed again. Between himself, the Jet Vehicons, and Soundwave arriving soon, everything was going exactly according to the intricate plan that he laid out. Those fools, even those who thought they were his allies, had no idea how they were each playing a part of his grand plan to get rid of all of his enemies - most of all, that insipid Megatron - and become the new leader of the Decepticons.

So it was with great glee that he searched for General Ironwood amongst the rumble and found nothing.

"Yes!" Starscream crowed triumphantly at the burning husk of a building. "WIth Ironwood dead, nothing else stands in my- erk!"

He was interrupted by a rainbow racing across the ground and leaping into the air to kick him in the face.

It was with a great deal of decorum and grace that Starscream made a tactical retreat from his standing position to a more defensible prone before keeping his enemies off balance with an expertly timed multi-limb maneuver and flip just in the nick of time to make a stunning declaration. "Who dares?! Who dares to assault me, Air Commander Starscream of the Decepticon Seeker Corps, future ruler of all the Decepticons and the whole universe?!"

Rainbow let out a growl as she looked upon the giant robot that she had just easily toppled over and left scrabbling to awkwardly get up. She did not like it. She did not like it one bit.

"The name's Boomer, and I'm the Ace of Canterlot, you overgrown trashcan!" she belted out.

"Fool!" shouted the big red and gray robot, reaching out a big hand to grasp the air while the other pulled back in a fist that seemed to want to twist around the back. "You've only signed your own death warrant, for there is no way that you can stand against me! Air Commander Starscream o-"

The monologuing jerk was cut off by a giant slab of rock smashing into his head hard enough to shatter while tipping him over again. This, in turn, sent Applejack, Flash, and Maud flying through the air to enact their landing strategies. They had, of course, been riding on the back of the slab that Maud had sent flying through the air in a manner that needed no explanation.

The rest of Team JSPR came skidding back to stand in epic pose next to Rainbow Dash.

"Took you long enough," insulted Rainbow Dash.

"Quit yappin' and start shootin'!" shot back Applejack as she brought One in a Thousand up to her hip and started blasting on the move.

Maud brought her pickaxe down on ground with a thunder that could shatter stone, and did. So it was that she began kicking the rocks into the air with her semblance and likewise kicking out in a memetic while they were in the air to send them flying at their foe. Her face while this was going on was as impassive and somewhat bored looking as ever.

Flash rushed out in front of her with shield raised to absorb any shots from their hated foe.

Rainbow Dash, for her part, was off in a crack of her multi-colored semblance towards the big transforming bot, towards the Decepticon.

"Fools!" declared Starscream, bringing his shoulders and the guns on them up to aim at them. "Do you really think you can stand against me?!"

No, admitted Rainbow only to herself, but we've still got to try.


Caliburn barked with hot reproach in Flash's hand as he fired upon the countenance of Starscream with his transforming spear's integrated rifle.

Fighting a giant alien robot was definitely not how he anticipated his day was going to go when he woke up that morning, even with the looming spectre of the information that the Shadowbolts had shared with them. He also hadn't anticipated that he would get a cursory overview of the ranks of these robotic aliens, nor their factions and rosters. Needless to say, he certainly did not expect to learn all that he did while in a fight where his opponent just would. Not. Shut. Up!

"Accursed fiends! You can't stop me!" shrieked Starscream before firing another blast from his cannons from his position hovering in the sky.

Spurs dodged the blasts and fired off her own flurry of shots from her lever-action rifle before launching into another series of maneuvers with intent to dodge while reloading.

Somehow, somewhy, Starscream dropped back down to the ground and tried to engage them in melee.

"Why do you continue to resist? Isn't it obvious that you've been defeated by the great and powerful Starscream?!"

All that's obvious here is that you're dense in body and mind, cursed Flash mentally as he braced himself against the blow that came down and broke against his shield.

"What?!" shouted Starscream, nearly tripping over himself as his foot hit the student huntsman as if he was a great block of steel. "You dare?!"

"Dude, I'm just standing here," shot back Flash as he jumped back to give himself a little more space.

"Then you will stand and die like an Autobot, you biological blusterer!" declared Starscream before aiming his right shoulder cannon at Flash.

On instinct, the blue-haired Huntsman trainee brought his shield up to absorb the incoming blast from the weapon with his semblance. He had seen what it had done to the terrain and thought that he'd be able to take it. He thought wrong. When that energy beam hit him, he lost… everything.

It felt so strange for Flash, with his knees giving out and his mind afogged. Suddenly, nothing seemed to work. It was like his whole world had been… nullified.

Through his armor's padding, he felt something slam into him and drive him away from Starscream's follow up attack. He was sent skidding along the ground, but he was alive. He was even starting to recover when he noticed that the something that had hit him was actually a girl with hair the color of the blessed aurora.

"Boomer?" Flash mumbled in shock through a mouth that felt like it was full of cotton balls.

"I'm not going to let a friend die like that, Phalanx," declared Boomer resolutely, looking into his eyes with raw determination in her own.

"Oh, what a revolting display of loyalty," sneered Starscream as he dodged and deflected attacks from Spurs and Geode. "You'll never see me engaging in foolishness like that."

Then, all of a sudden, Starscream's head jerked back, and he let out a pained note as a boom sounded above even all the other din of battle.

"And that is why you fail, Starscream."

That voice, so familiar to them all, yet thought lost, filled even the weakened Flash with strength anew.


Team FNKI was down, but Team CFVY was still in the fight. Once, Coco would have attributed that to her team's greater experience or superior capabilities, but now, she knew better. Team FNKI had been blindsided by the sudden betrayal, caught off-guard at first, then stunned by the sheer impossibility of it as it sank in. If Team RRFL - the traitors! - had gone for them first, she had no illusions that they wouldn't have gone down just as quickly and easily.

She laid down a withering hail of fire from Gianduja - she was using the expensive rounds now; if any situation called for them, it was this one - while the rest of her team pulled the three still-breathing members of Team FNKI away. Symphony - Ivori - was in particularly bad shape, judging from the blood he kept coughing up; if he didn't get medical attention soon, he'd be joining Blues in the afterlife.

It was because she was firing on Team RRFL that she noticed it.

"They're heading for Beacon Tower," she observed with a frown. "But why? There's nothing there but the administrative offices and..." She trailed off.

"The CCT," Fox said.

"No," the quiet, horrified denial came from Velvet. "If- if the CCT goes down..."

"The whole network goes down," Yatsuhashi finished.

"Worse," Symphony coughed. "Without the CCT network... it all falls apart. International trade dies. The lien becomes worthless. Worldwide shortages of dust, ammo, everything needed to keep the Grimm at bay. Atlas starves. End of the world." A massive coughing fit wracked his body, causing him to curl up and convulse, spitting up blood. After a moment, he took a few deep breaths and said, "You have to stop them."

"But-"

"Go," he insisted, cutting Velvet off. "This is what I signed up for." He glanced at his unconscious teammates and clutched his whip. "I'll... I'll keep 'em safe. Go."

Coco hesitated, then nodded, turning toward Beacon Tower. "Come on," she ordered, a quiet fury settling over her. They'd learned a lot from Team RRFL over the past semester, lessons that made them a better team, a more effective team. It was time to show them how well those lessons stuck.

Fortunately, Team CFVY knew Beacon's grounds better, and they hadn't shown their erstwhile friends all the little secrets and shortcuts around here, if only because there hadn't been the time or occasion to.

So it wasn't long until they caught up with Team RRFL, though it would turn out to not be for long.

"There they are!" declared Yatsuhashi.

The traitors turned to face them.

"Well, well, well," replied Ferris. "Looks like Coffee's got some- what is that music?"

As if in reply, a green VAMP vaulted up over an embankment and hit the hammer brother in the head.

"Whoa! We got some air on that one!" cheered Tex, owner and operator of O'Malley's Bar and Grill, from the passenger seat of the VAMP before firing the shotgun in her hand at a passing Manticore and blowing its head off with an eight-gauge slug.

"I think I might have hit someone," replied Zach, leader of Team ZINC, from the driver's seat as he continued to speed around campus. "Looked pretty human to me."

"Eh. Atlesians barely qualify as human," was the dismissive answer from Carolina, the daughter of Tex and teammate of Zach, as she stood in the back with her feet firmly locked into a tri-barreled .50 rotary machine gun turret whose controls she held in her hands… and on her shoulders too, after a fashion.

"Honey, you can't just say that about other academies," chided Tex.

"Up yours!" snapped back Carolina. "You and Dad were barely around, and now you want to baby me?"

"We had responsibilities, and you know it," replied Tex, firing her shotgun at a Beowolf to punctuate the sentence.

"Oh, typical, Mom," rudely responded Carolina, breaking up her speech with a short burst at a small Nevermore. "You're not that special, you know that? Anything you can do, I can do better."

"Oh, so that's how we're doing it now?" asked Tex sarcastically. "You want to go, let's go."

"Can we not and say we did?" asked Zach as he aimed the VAMP to run over a Creep.

"No. She wants to dance? Well, I'm all for it. Let's…" Carolina trailed off as something caught her eye. "Wait, scratch that. There's Arslan Altan, and she's fighting a big one."

"Team Auburn's leader?" asked Tex rhetorically.

"Yeah, the one who pantsed me in front of a live TV audience," complained Carolina acidly. "Come on, let's steal her thunder."

"No, not in this tin can," said Zach, putting his foot down both literally and metaphorically.

The Golden Lion of Haven heard some foot-tapping music and a string of foul language that she would never say aloud for fear that she'd lose the children's demographic when the VAMP shot past her, but she paid it no mind as she went back to focusing on the target.

Arslan had spent years hiding her semblance, and while that deception had sort-of-kinda ended during her and Nadir's doubles match against Zach and Diet Pyrrha, she still preferred to rely on her fists, feet, and Nemean Claw in a fight, overcoming her opponent with the raw strength and speed she had honed over the years. It wasn't like her semblance was much use in the arena anyway, largely - though not entirely, she'd learned - blocked by aura. Even against Grimm, who lacked aura, it wasn't usually worth the aura expenditure; with her strength, lesser Grimm were too fragile to bother with.

She grinned ferally as she squared off against a rampaging King Beringel and dropped into a runner's crouch. They were in the courtyard in front of the cafeteria building, and Reese and Nadir were firing on the giant ape Grimm while Bolin covered their backs, keeping the Creeps and Beowolves off of them. Towering thirty-some feet tall, the King Beringel reared back and roared, beating its fists against its chest, shrugging off Reese and Nadir's shots.

Here was a rare opportunity for Arslan to really cut loose. A Grimm this old and powerful, even its "weak points" were hardly weak by conventional definitions. Luckily, she didn't work by conventional definitions.

With a crunch that cratered the walkway she crouched on, turning the concrete directly beneath her feet to powder, she exploded into motion, flying toward the King Beringel. As if sensing the threat she represented, it swung its right fist down into the walkway, smashing it and sending a shockwave across the ground. Arslan hopped over the shockwave and began running across the front wall of the cafeteria. The King Beringel swung again, smashing into the front of the building, even as Arslan kicked off, somersaulting over the Grimm's arm.

The Grimm roared and reached up with its other hand toward her, focusing on Arslan and ignoring Reese and Nadir's slackening fire as they shifted focus to the gathering crowd of lesser Grimm. Arslan hurled Nemean Claw out, her ribbon trailing behind it, looping it around the King Beringel's right bicep. With a quick tug, Arslan narrowly pulled herself out from between its fingers, twisting to plant her feet on its arm and running up the Grimm's arm to its shoulder.

It turned its head to face her, just as she activated her semblance. In her mind's eye, a spot on the forehead of its bone mask began to glow, and with a wordless roar, she pulled her fist back before hurling it at the glowing spot, throwing not only her prodigious strength but also her full body's weight behind the blow.

The bone mask cracked... then shattered, exploding violently, both outward to hammer at her aura... and inward, mulching whatever the Grimm had that passed for brains.

Shaking her head, she leaped off before the Grimm dissolved beneath her.

She turned to face the Grimm that continued to gather, barely held at bay by her team's efforts.

"Okay," she said. "Who's next?"

As if in response to her question, a pair of strange-looking purple and black airships came screaming in, only to slow to a halt and transform into a pair of giant robots, landing with heavy thuds before her, raising cannons and pointing them at Team ABRN.

Arslan cracked her knuckles and grinned.


Team SSCL was only one team, and holding the line was a fluid affair, considering they could only be in one place at a time. Much of their time was spent running back and forth to fend off overeager Grimm, but now...

"Decepticons," hissed Sakura as they pounced on a pack of Beowolves near the courtyard. The Decepticons were behind this, all of this, from the uneasy stirrings in Atlas to Twilight fleeing to Vacuo, and now this.

Two of the black and purple robots were engaged in combat with a Huntsman team, and though they were looking the worse for wear, they still seemed to be keeping the Huntsmen on the ropes.

"That's Team Auburn!" Seal called out in recognition.

"Let's go back 'em up, then!" Sakura roared as they finished dispatching the last of the Beowolves.

The four Shadowbolts bounded toward the courtyard, coming up behind the two Decepticons.

Reverb was the first to engage, firing Housecrasher at the alien robot on the left, hitting it in the middle of its back and sending it stumbling forward into the waiting reach of Bolin Hori, who began lashing at its face with precise, powerful blows from his staff.

Its fellow turned to face the new threat, and Sakura greeted it with an inflatable boxing glove arrow to the face that distracted it long enough for Seal and Maverick to move in.

"You focus on that Decepticon!" Sakura called. "We've got this one!"

Reese Chloris blinked at Sakura, then looked at Seal. "Upper, what the hell is a Decepticon?"

"That can wait!" Arslan snapped as she uppercutted her team's designated target.

"Oh, hey, Arslan," Seal greeted as she faded into visibility and fired at Team SSCL's target. "Been meaning to talk to you. Would you be interested in an exhibition match when you get back to Mistral?"

Arslan shrugged as she brought her hands up for a double axe handle. "Sounds like fun. I'll have to check with my agent to see when I can fit it in my schedule."

"Great!"

"Any reason you didn't ask me, Upper?" Reese asked, clearly annoyed, firing her twin folding revolvers. "I thought we were friends. I still remember playing tag with you back in Low Town. You know I'm always up for one of your zany schemes."

"We've been a little busy finding out about the conspiracy involving these Decepticons," Seal replied defensively. "I haven't really had the time."

"You're going to make it up to me, right?"

"Look, I'll have my mom bake you up some fresh Lake Colton fish and send it to you, okay?"

"Apology accepted."


Team CFVY had made it again and were now standing between Team RRFL and Beacon Tower, the two teams, erstwhile friends and colleagues, faced each other down. Coco stood across from Rain, Fox faced Ferris, Yatsuhashi confronted Reg, and Velvet...

Velvet faced off against Lavi, the sword bayonet weighing heavy in her hand. This... this was something she had to do herself. There was little comfort in seeing the conflict she felt mirrored in the expression on his face.

"You used us," Coco accused. "All this time, you used us."

"Did we?" Rain asked pointedly. "We actually like you, believe it or not, had high hopes. We all had roles to play, after all, but you... you went above and beyond. We were just here to observe, to gather intelligence."

"Intelligence we gathered for you," the fashionista hissed, balling her hand into a fist. "You said you wouldn't share that info."

"I said I wouldn't share it with the headmaster or the police," corrected Rain. "Perhaps the smartest move you made, actually. A conflict between the Vale authorities and the White Fang would have proved... useful, under the circumstances. I do appreciate your efforts with Cliffjumper, though. We've met before, and he's suspicious enough to have figured us out if he'd had the time."

"Yak yak yak," Reg mocked loudly. "Can we get to the smashing yet? I wanna see how strong Yatsu really is."

With that, he charged at Yatsuhashi with Smith - his sledge-volver - swinging. Yatsuhashi caught the hammer under the head with Fulcrum, meeting strength with strength. Again, Reg swung, and again, the big Mistrali parried. This repeated twice before, on the third blow, Reg fired, the revolver mechanism embedded in Smith's head blasting Yatsuhashi at point-blank range and sending him stumbling back and off his feet.

Elsewhere, Coco began spraying fire from Gianduja at Rain, who leaped and bounced around to evade, though some rounds still hit; so long as her ammo and his aura lasted, it was a stalemate. A closer range and mirrored but otherwise similar engagement occurred between Fox and Ferris, the two Fs balancing speed and agility against strength and power.

Reg shook his head and stalked forward toward Yatsuhashi with a sneer. "You worry so much about hurting people, you've forgotten you're training to be a Huntsman." He hefted Smith and swung it around to build up momentum for a powerful overhead strike. "Sometimes... hurting people is in the job description!"

Yatsu's lips peeled back in fury, and he lunged forward, under Reg's swing, tackling the smaller boy across his midsection, and as he did, his control... slipped, and his semblance - Memory Wipe - activated far more than it should. Where he usually only took seconds, this time, he took years.

Reg stumbled back, hand going to his head. "What the-?" he muttered, looking around in confusion. "Where the scrap am I?" He looked down at his arms. "Why am I in a Pretender shell?"

Velvet... Velvet and Lavi had not come to blows. Not yet. Instead, they paced back and forth, facing each other warily.

Velvet shook her head. "Was our- what about us?" she demanded. "Was what we had ever real? Was- was any of it real?"

Lavi flinched and didn't answer. Instead, he said, "Mission parameters changed. This was supposed to just be intel gathering. It wasn't- this wasn't supposed to happen, not like this."

Velvet's expression softened. "So you do care, after all."

Lavi gave her a sad smile. "Of course I care, Velv. I lo-"

Reg dodged to the side as Fulcrum swung down toward him, and he sneered. "You want a fight, big guy, you got it!" His skin began to tear as something blue and metallic burst from within. "Let's get ready to Rumble!"

At that point, the fighting stopped as everyone turned to stare at Reg, including his teammates, as he transformed before them, his humanoid body torn apart by the blue mechanical body beneath, even his eyes, always red, now seemed to glow with a preternatural light.

"Rumble, you idiot," Rain growled. He sighed. "I guess we're going loud. Frenzy. Laserbeak."

At that, Ferris similarly transformed, tearing through his skin, though his body was black and red, and his blue eyes glowed. Even in this form, it was clear that, aside from their color schemes, they were identical, still twins, even as machines. Rain himself took on a more extreme transformation, dropping to all fours as he shed his skin, emerging as a black and grey robotic feline with eyes burning a sickly yellow.

Lavi did not transform. Instead, he turned away to look back at Velvet, his expression weary. "Of course I care, Velv," he repeated, "but one thing organics have trouble grasping is that love does not conquer all. My name is Laserbeak, and I am over twelve million years old. I'll always remember you fondly, but whatever we have - had - could never last."

And with those words, Velvet's world shattered.

"If you won't join us, Velv, at least stand down," he continued. "Please," he begged, shaking his head, "don't make me kill you."

Velvet felt her lips twisting with fury. "Rrgh! Well, come 'ave a go if ya think yer 'ard enough!" she challenged as she lunged forward, slashing out with the bayonet that had once been his, slicing a shallow gash across his chest.

Lavi - Laserbeak, Velvet reminded herself - backed away, dodging or parrying her attacks, only occasionally striking back at her with his bayoneted rifle, but even then, many of her attacks slipped through, leaving shallow cuts and gashes on him... though how much difference that made when he was a robot in a fleshy skinsuit, she wasn't sure.

"Velvet, please!" he persisted. "Stand down! It doesn't have to end like this!"

"Laserbeak!" Rain's voice snapped as he continued to pounce around, evading Coco's fire, his sinuous, inhuman motions allowing him to slowly close the distance.

"Ravage, I-"

"Quit playing around with the squishy!" Rain - Ravage - snapped. "You're getting soft."

It was then that Velvet felt a spark of hope.

"Lav," she tried, holding out her hand. "You're right. It doesn't have to end like this. You don't have to do this. You can stop this. I mean, I wouldn't trade what we had these past few months for a million years alone. Was twelve million really any better?"

She almost didn't notice the 8x8 armored crawler arriving. Almost. There was no way she could miss it transforming into a blue, boxy giant robot.

"Ravage, Rumble, Frenzy, Laserbeak: Recall," it said in a creepy monotone. "Operation: Street Sweeper."

Lavi closed his eyes, blinking back tears, and slumped down for a moment. He opened his eyes and looked at Velvet, squaring his shoulders. "When Soundwave orders, I obey. I'm sorry, Velv."

And with that, he finally transformed, shedding his skin and letting out an ear-piercing shriek as he took to the skies in the form of a red, black, and grey mechanical bird..

Velvet pressed her lips together and sheathed the still-bloody bayonet in favor of Anesidora.

"So am I," she said, conjuring up a copy of Lavi's own rifle, Lea, and taking aim... only to blink in surprise as all four members of Team RRFL rushed to the big robot - Soundwave - and transformed into rectangular boxes, sliding themselves, one by one, into a compartment in Soundwave's chest cavity that opened up for them.

"What?!" barked Yatsuhashi in uncharacteristic shock.

"What's happening? Anyone want to give me a clearer picture of what's going on?" asked Fox, subtly reminding them that, despite how his skills and equipment offset things, he was still blind.

"We've been bamboozled by a bunch of VHS tapes!" exclaimed Coco.

"Mini-cassettes," corrected Yatsu.

"How can you tell?!" Coco demanded incredulously.

While the exchange took place, Soundwave dropped to one knee… and then unleashed the most thunderous and deafening sonic blast that any of them had ever heard. The cacophony even sent all of Team CFVY tumbling to the ground. Their auras preserved their hearing, mostly, but they had taken a beating, and as they stumbled upright, so too did their big blue opponent stand tall.

Then music, of all things, started to pulse out from Soundwave to fill the air.

"Megatron has ordered the Cross-Continental Transmit System offlined," announced Soundwave oh-so-casually in that electronic monotone. "Ravage: Eject. Operation: Blackout."

With that, the big robot pressed a button on his shoulder, and the panel on his chest sprung open to throw out a dark rectangle that transformed into the feline form of Ravage that sprinted on four mechanical legs towards the entrance to the CCT.

"Oh no, you don't!" hissed out Coco as she unleashed a barrage of fire from her rotary machine gun out to the rapidly advancing bot.

Several of the rounds hit home, and thanks to Coco's semblance Hype, they hit hard. Ravage was sent tumbling into the ground, but quickly rolled over and retaliated with a pair of missiles fired from his shoulders. Coco shifted her fire, and the missiles were destroyed in mid-air with a pair of booming explosions.

Fox was leaping in on a recoil boost from the tonfas attached to his arms; his Sharp Retribution brought him in for the kill, and his keen skill allowed him to strike a blow while deflecting another. He would have gone on for some time trading blows, but it was not to be. The short battle came to an end with a call from the overseer.

"Ravage: Return," ordered Soundwave, prompting the robotic panther to dart back to his master at incredible speeds before leaping into the air and transforming into his mini-cassette form and popping back into the big bot.

"We're not going to let you take down the CCT!" declared Yatsuhashi fiercely. "You can't just snuff us out!"

"Objection: Noted," commented Soundwave.

With that, the robot fired off a barrage of missiles from his shoulder launcher, and as Team CFVY dodged to avoid their concussive blasts, Soundwave leapt up to bring himself crashing down with a melodic thunder that sent terrific pulses of force out in time with the beat.

The lot of them were sent tumbling again along the ground, and as they once again regained their feet, none of them had time to talk. Instead, Fox activated his semblance, establishing a telepathic connection between the four Beacon students.

We could really use a plan right now, he sent.

Again, Soundwave put his hand to his shoulder and pressed that button. "Frenzy, Rumble: Eject, eject. Operation: Demolition."

The front chest panel opened twice, and each time, a mini-cassette was launched that transformed into the two human-sized robots that were once their friends… and their new piledriver arms which now began pounding the ground and making the very earth shake beneath their feet.

Quick and dirty? Stop them from bringing down the tower, ordered Coco quickly as Team CFVY braced themselves..

Simple plan, I like it, sent Fox. I don't think it could possibly go wrong.

It was at that moment that Soundwave once again pressed his shoulder. "Laserbeak: Eject. Operation: Dive Bomb."

Fox! chided Velvet mentally as she watched her ex-boyfriend be ejected from his master and transform into a robotic bird.

Plan still works! insisted Fox defensively.


James Ironwood didn't know how long he was out for, but he knew what had happened. The Decepticons had attacked. They had attacked Beacon, and they had destroyed the building he was in. Even the question of how he survived wasn't up in the air, given the big, strong arms wrapped around him.

"Gung-Ho, there are so many jokes that could be made about this situation," commented Ironwood dryly as his eyes searched the uncomfortably cramped and dark pocket.

There was an accented chuckle from what sounded like behind him. "Well, you're not going to be so unkind as to mention this to the others, are you, sir?"

"Don't call me 'sir.' I'm not part of your chain of command anymore," chided Ironwood.

A lengthy pause was his reply, as if Gung-Ho really needed to think hard about it. "Yer still headmaster, and I'm still a perfessor. Besides, sir, I wouldn't know what else to call you."

Ironwood had a brief flashback to an identical line from one of the members of Team Rainbow some weeks ago and echoed his reply from then: "No one ever does."

"Yeesh, not even your fiancée?" asked Gung-Ho with a verbal flinch. "That's rough, buddy."

An amused snort escaped Ironwood's lips before he got it under control. "Sitrep."

"The building came down, and I managed to shield us from it with Bulletproof," - his semblance, Ironwood recalled - "but in the tumble, we sort of became, uh, stuck," explained Gung-Ho, his tone becoming more sheepish as he went on.

"Hmm, I think I have a solution," mused Ironwood as he curled up his fists and brought them to his side. "It's a little something I learned in Mistral."

Many one-inch death punches later, Ironwood smashed open the last board that covered them from the burning twilight. They scrambled out and found themselves to have been reduced to rags, a far better fate than what happened to the building around them or even the whole of Vale. Fires burned in the distance; further still, the faint silhouette of a massive airship almost a mile long could be seen over the city; closer to them, Beacon was engaged in a terrible battle against the Grimm; and in front of them, four of his own students - Team JSPR, he recalled; Cadenza had suggested he have them talk to Twilight after the Park Place incident, and they'd more recently gotten into trouble with Glynda - were engaged in a life or death struggle with…

"Starscream," said Ironwood with a half-growl of fury and half-sigh of annoyance. "I've got to stop him."

A firm hand clamped onto his shoulder. "Whoa, there! Not without these and a plan yer not."

Ironwood turned around and found Gung-Ho offering him a pack that he had been wearing. The former general opened the bag and found his own revolvers still in their holsters. By the time he had finished donning them, he had a plan, which he swiftly related to his compatriot.

They needed to act quickly. Luckily, Starscream clearly did not feel the need to. He really did have a problem with monologuing.

"Oh, what a revolting display of loyalty," sneered Starscream as he dodged and deflected attacks from Apple and Pie. "You'll never see me engaging in foolishness like that."

Starscream's head jerked to the side as Ironwood shot him with Due Process. That felt good. That felt really good. It felt so good that it almost overcame a drop of the rage that was boiling within him at seeing the Decepticon.

"And that is why you fail, Starscream," spoke Ironwood with conviction. "Loyalty, integrity, compassion, selflessness, morale, camaraderie, all those virtues you sneer at. They're what bring us together, make us stronger than you could ever hope to be."

The battle seemed to stop for a moment, and even as the students turned and looked at the headmaster with hope in their eyes, so too did Starscream with hate and contempt in his optics.

"You," growled Starscream.

"Me," replied Ironwood with forceful levelness.

Starscream let out a mad chuckle. "So it's finally come to this. All your machinations to take my position away and install yourself have come to naught, and now I will have my revenge. I will personally offline you, and then no one will be able to speak ill of me, Air Commander Starscream of the Decepticon Seeker Corps!"

"You're delusional if you think I give a damn about you or the Decepticon pecking order, Starscream," he declared. "I just want you off my planet."

He kept his focus on the Decepticon, even as Gung-Ho crept around in his peripheral vision.

"You cretin!" Starscream cried, clearly insulted. "How dare you try to insinuate the humiliation I have suffered is but a mere side effect of your true efforts! I know the truth. Why else would you assign my humiliation to someone as powerful and skilled as Raven Branwen?"

The Decepticon Air Commander tried to lunge at Ironwood. Tried to, for while he was ranting at Ironwood, the concrete and stone paving he stood on had, under the control of Maud Pie, wrapped itself around his feet, and in the end, he stumbled awkwardly, wobbling desperately to keep his balance.

"What treachery is this?!" he demanded, twisting to and fro, looking around. As he finally looked behind him, he saw the fruits of the plan Ironwood had had Gung-Ho relay to Team JSPR.

Applejack hefted Gung-Ho, the burly trooper curling up as much as he could. "Ya'll ready?"

"Ooh-rah," was his only response.

Activating her semblance, Super-Strength, Applejack hurled the jungle warfare professor at Starscream. Gung-Ho, for his part, activated his own semblance, Bulletproof, becoming an invulnerable missile flying at incredible speeds toward the Decepticon.

And starting behind Applejack was Rainbow Dash, who was using her own semblance - also named Rainbow Dash - and a running start to get Flash Sentry flying at similar speeds, while Flash used his own Shock Absorption semblance to become... not quite invincible, but immune to the negative effects of impact, a benefit not shared by those that impacted him... or vice versa.

The two human missiles moving at high speed slammed into - and through - the Decepticon Seeker, punching clean through his midsection and flying over Ironwood to land behind him.

Ironwood relaxed slightly, letting the tension in his shoulders loosen as Starscream collapsed. The six Atlesians gathered around the Decepticon, and Ironwood nodded to each of them. "Good work, Gung-Ho, Team Jasper. This-"

He was interrupted as Starscream began to twitch and groan. The half-dozen Huntsmen backed off in amazement, raising their weapons, as the Decepticon pulled himself together. Literally.

"AHAHAHAHA!" Starscream crowed victoriously. "You cannot kill me! I am immortal!" He looked down smugly. "Surrender now, and I might be willing to-"

BANG!

Starscream staggered back in shock from the gunshot he'd just taken to the face.

"Maybe you are," Ironwood allowed as he strode forward and fired again, sending Starscream's head snapping back again. "But the things you've done... the torture, the experimentation, literally stealing people's souls? I'm going to enjoy killing you, Starscream." He began punctuating his words with gunshots. "Again and again and again."

"Then I'll just have to kill you first!"

With a gesture, Maud sent a rock smashing into Starscream's face... and then all the rubble around them began to levitate, whirling around and around in a titanic maelstrom of debris ranging in size from pebbles the size of one's thumb to sections of I-beams as massive as anything Maud had ever been able to move with her semblance, a maelstrom that engulfed Starscream and began battering him relentlessly.

The rest of Team JSPR stared in awed wonder.

"I didn't know you could do that, Maud," Applejack said.

"That's not me," came the matter-of-fact reply.

"Ah! Ah! Oof! Ow!" Starscream cried out. "Decepticons! Retreat!"

With that, he transformed and took once more to the skies, and as he did so, the tornado of terror slowed and stopped, the debris allowed to fall to the ground with a rattle and clatter. All throughout the campus, the other Decepticons did likewise by whatever means they could. It seemed that, whatever else Starscream lacked, he could at least get people to follow that order.

"Glynda, what are you doing here?" Ironwood asked as Beacon's Deputy Headmistress approached from the shadows at a brisk walk.

Suddenly, it all came together for Rainbow Dash. She knew a number of people with telekinesis semblances - Twilight, for one - but Professor Goodwitch regularly outstripped anything she'd seen anyone else do by far. By some silent agreement, Team JSPR and Gung-Ho stepped back as the betrothed pair reunited.

"Rescuing you," answered Professor Goodwitch primly.

Ironwood frowned. "While the city's on fire? Glynda, we talked about this."

"James-"

"You have a duty-"

"James, listen to me!" she snapped, her voice cracking a little. "The Decepticons have jammed all transmissions, including the CCT. We can't coordinate our defenses, and we're completely cut off from the rest of the world."

The Atlesian headmaster rocked back on his heels. "What?"

"We're cut off," she repeated. "Until we can stop the jamming, we can't contact the rest of the world, and..." She hesitated. "Think, James. If the Decepticons brought this much force to bear on Vale, what have they sent against Atlas?"

Maybe... maybe Twilight was right to head to Vacuo, Rainbow thought reluctantly. She didn't even want to imagine her friend out there in the chaos of the city or what was possibly worse going on in Atlas.

The headmaster paled, then shook his head. "No, General Colton can handle it. He'll keep things under control."

"We have no guarantee he's even alive," she reminded him.

Ironwood shook his head again. "He has to be. Atlas can't lose him, not again."

Rainbow Dash didn't even need to look at the others to know that they were thinking the same thing. She might not have been the best student of history - in fact, her studies had barely been scraping by at times - but even for her, the figure of General Joe Colton loomed larger than life. He… he was Atlas, a hero of legend whose example all tried to follow, who according to Twilight, had been prophesied to return just before Atlas's darkest hour. He wasn't supposed to… The Headmaster was right. He had to be alive. He was General Colton.

"James," Goodwitch said, reaching up to cup his face in her hands and hold his head steady, looking him in the eyes. "James, you're not the Commanding General anymore, but you're still Headmaster of Atlas Academy. As of now, you are the only member of the Atlesian Provisional Council we know is still alive, and until we can establish contact with the outside world and confirm otherwise, we have to operate on that assumption. Headmaster Ironwood, you are not expendable. You might just be the last hope the people of Atlas have."

"She's right, sir," Gung-Ho chipped in. "You might be all we've got."

"Headmaster," Applejack interjected, "Starscream came fer you. Specifically. Even iffen they aren't pullin' a full-scale attack on Atlas, this could easily be part of a decapitation strike. Leave Atlas vulnerable. 'Cept yer still alive. What say we work to keep it that way?"

"…You're right," Ironwood relented, his shoulders slumping. Rainbow Dash had never seen him look so... small before. He looked up, a hard glint in his eyes, and that moment of vulnerability passed. "You're right. But 'safe' doesn't mean 'idle.' Spurs, sitrep."


Coco had been having a bad day, a very bad day, and it was only getting worse. Granted, she had come out this time with a way to reduce the negative effects, but it couldn't last. She was about to run out of anti-air rounds.

No sooner had she had that thought than did the last missile in the barrage explode. She stopped firing immediately. Her trusty handbag/rotary machinegun Gianduja hadn't run dry, but she estimated that she had only a half dozen of the special proximity-fused high-explosive rounds left, not enough for another barrage of Soundwave's missiles or another strafing run by Laserbeak.

The battle had only been going on for a few minutes, but it felt like days. The ground around them had been torn up and vandalized, pock-marked by explosions and attacks that defied mortal comprehension. Team CFVY had been holding their own, but if she was tracking the beeps from her scroll right, their auras were running low. On top of that, she was running low on ammo, and she was sure Fox had to be as well. Velvet was now on the third copy of Rain's claw gauntlets, and she'd been burning through her pictures and hardlight dust at a prodigious rate.

I'm going to die, realized Coco with sudden clarity. I'm going to die, and I don't even know how to feel about that.

It was probably just the adrenaline. It couldn't afford to be anything but.

Suddenly, another thought came to her, and she realized her folly.

"You're just toying with us. Why?" she asked of Soundwave.

After all, even without his minions in Team RRFL, the big blue bot was something else. He was like a fully trained Huntsman, but stronger, faster, and with a much bigger arsenal. The way he commanded Laserbeak even reminded her of a Huntress who had come to Pharos Academy years prior and shown how she worked with a falcon to track and fight Grimm.

To her dismay, Soundwave answered, "To make you suitable for capture. I believe you will be very useful for the Decepticon cause. Just as you have been up until now."

Those words echoed what Rain - Ravage - had said earlier, and this time, the feeling of ice water running through Coco's veins was even greater.

"We won't tell you anything!" shouted Velvet defiantly.

"You are mistaken. I expect you to fight alongside us," elaborated Soundwave. "Lord Megatron has use for spies such as yourself."

Spies.

"We'll never join you!" declared Yatsuhashi with uncharacteristic fire.

"A complication the reprogramming will alleviate," Soundwave assured them.

Reprogramming?

"We'll die before we let you get your hands on our brains," insisted Fox. Sweet Fox, who was always trying to keep her down to Remnant, with her never listening.

Soundwave nodded once. "Objection: Noted."

With that, the Decepticon sent out another devastating sonic blast, sending them to their knees. Nevertheless, Coco brought Gianduja up to bear on him and sent a stream of ammo downrange. It was a short stream though; Reg's metallic fist saw to that.

Coco's aura broke as her face bounced off the ground. Her head spinning, she perceived similar things happening to the rest of the team. Then, the comforting telepathic touch of Fox's semblance left her mind, and she was all alone.

"Excellent," Soundwave complimented as he walked towards the disabled Huntsman trainees with big banging footfalls. "Ravage, take care of them. Operation: Containment. Frenzy, Rumble, finish this. Operation: Ruination. Laserbeak-"

Suddenly, there was a loud whining roar, as if from an engine, and then Coco was able to see a blue and pink motorcycle leap through the air to smash into Frenzy's head.

"Not again!" despaired the little Decepticon as he was flung to the ground.

The motorcycle whipped around, and as it did, its rider dismounted, allowing the motorcycle to… transform into a robot.

The robot was something else, with a feminine build to match her pink and blue color scheme. Her legs were thin things built around the motorcycle form's wheels. Her expression was visible, grim and furious. In her hands, she wielded twin pistols, and upon her shoulder pylons was emblazoned the logo that Cliffjumper had sported on his body too. It seemed then that this newcomer was an Autobot.

Perhaps unsurprisingly, the rider was a member of the White Fang. Oh, that black hooded utility jumpsuit might conceal their identity somewhat, but that beaver-like faunus tail and Grimm-like mask gave it away, customized though that mask may have been with what looked like a microphone boom poking down from it. Their weaponry, though… well, it was distinctly unfashionable, which wasn't to say that their clothes were particularly fashionable to begin with, but that shotgun in their hands looked like something from a department store, and the few grenades on the suit's webbing looked like they might have come from the same counter. The monkey wrench just seemed like junk that was being carried around.

"Get away from them!" shouted the White Fang member in a fierce, feminine voice.

Any reply the Decepticons might have offered was interrupted by the booming of the shotgun and pew-pewing of the Autobot's pistols.

"Ack!" cried out one of Team RRFL as they were hit by lightning dust slugs.

"Arcee," greeted Soundwave. "You are too late. Our victory here is now inevitable."

"Not while I still function!" snarled the Autobot, the one Soundwave called Arcee, before shifting her fire.

Coco was a bit too out of it to follow what was going on, but she recognized that Team RRFL was retreating. She recognized that there was a great battle going on nearby. What she didn't recognize was the White Fang member standing protectively over them.

Her shotgun went dry, and she let out a baseborn curse before inexpertly shovelling shells into the gun's tube magazine with a snarl. "Why do you kids always have to jump in up to your necks like this?!"

"It seemed like a good idea at the time," moaned Fox.

It was with joy unlooked for that Coco realized that she could hear his words in her head as well as her ears. The White Fang woman didn't hear it though, merely resuming fire. Her technique could use some work… a lot of work, in fact. It was like she only visited the range every few months.

Then, all of a sudden, a loud shrill voice cut above all other sound.

"Decepticons! Retreat!"

"Was that Starscream?!" exclaimed the Autobot in amused shock. "You're saying your victory is inevitable when Starscream is in charge of this operation?"

Soundwave didn't reply. Instead, the music coming from him cut off, and he said, "Ravage, Rumble, Frenzy, Laserbeak: Return, return, return, return."

"You're not getting away!" shouted Arcee a split second before a booming snap of some sort sounded, followed by a hiss. "Argh! My optics!"

The White Fang member let out a particularly rural expletive, and Coco found enough of her strength that she was able to look up and see a large smoke cloud growing while their two saviors clutched at their faces.

"That hurt!" snapped the White Fang woman. "What was that?"

"Electromagnetic pulse mixed with a smoke grenade," reported Arcee sourly before walking back to them with an odd clacking gait and looking at them curiously. "You guys on the up and up yet?"

"Yeah, yeah, I think I can stand," replied Coco pridefully, and the others did likewise.

Velvet was looking at the newcomers with wide eyes. "You… you're White Fang, and… and an Autobot. Why did you save us?"

The beaver-tailed White Fang woman shrugged even as she was looking them over. "Somebody had to. I'd rather be home in my chair, but… well, why not us?"

"Yeah, kid," said Arcee with a hand on her hip. "It wasn't any big deal."

"They can't just be giving up, can they?" asked the White Fang woman as she walked past Team CFVY towards Beacon Tower.

"I wouldn't bet on it, even with Starstream calling the retreat," confirmed the Autobot. "Still, it will take them time to think of a new strategy."

"Then we got time," confirmed the White Fang woman before slinging her shotgun over her shoulder and gesturing to the doors of Beacon Tower. "We need to get these people out of here to somewhere where the 'Cons aren't gunning for them."

Coco looked in that direction and saw a number of faces looking with worry out of the transparent doors to the tower. With the chaos of everything happening and the potential end of civilization on Remnant itself looming over them, it hadn't occurred to her to stop and think where any civilians still on campus - technicians, janitorial staff, guests visiting as the Vytal Festival wound down - would have taken shelter. Beacon Tower was actually a pretty good choice... despite what had happened when Headmaster Ozpin had confronted Cinder Fall earlier in the semester.

"Right," she said. "Let's get to it."

She could worry about what came next after the civilians were safe.


Cinder rode through the skies over Vale, relishing the fires and destruction she could see in the darkness, and as she did so, she hungered. It was not a mundane sort of hunger. No food or drink could satisfy it; even the finest delicacies and the purest water tasted like ashes in her mouth. No, this hunger was something else, a constant companion gnawing at her insides, the price she had paid for Salem's blessing, the Grimm taint that gave her some of the strength she craved.

When she'd first seized a portion of the Fall Maiden's power, that hunger had grown, like the power wanted to be reunited, and once she had claimed the other half, the hunger had lessened to the familiar ache that clawed at her stomach from within.

She had what she wanted, the power of the Fall Maiden, but still... she hungered. Salem had led her to that power, and she wanted the Crown of Choice, so Cinder meant to deliver it to her. A bargain had been struck, after all.

Her thoughts were interrupted by an explosion that rocked the airship she was riding in.

"We're taking fire!" Lugnut - the airship in question - reported unnecessarily. "I'm-"

Another explosion cut him off, and they began to spiral down to the ground below. Cinder snarled as she hurled herself out of the falling Decepticon. The incompetent fool had had one job!

Columns of magical flame burst from her hands as makeshift rockets which she struggled to use to slow and direct her fall. It was awkward, unwieldy, and she found herself drifting wildly all over the place... just barely missing the landing pads. Eyes widening, she redirected those fiery blasts toward the side of the cliff, hurling herself away from it past the docks to over the water, before sending them downwards again to break the surface tension and slow her fall.

In a great billowing cloud of steam, she splashed into Beacon Bay, plummeting deep into the water. Moments later, she burst out of the freshwater depths, gasping for air, and began to swim toward the docks.

The attempt at flight had been... a mixed bag, but definitely promising. Something to practice later, she decided as she reached the docks. She was close enough. The switchback path up the cliffside was steep, but hardly insurmountable, and it wasn't like it would be that far to get what she sought on foot.

She clambered up onto the pier, only to stop and snap her head back as something flew past her. She turned, eyes narrowed, toward the cliffside and saw Ozpin standing partway down the pier, a steaming mug of hot chocolate in one hand, the other hand outstretched to catch his cane as it flew through the air and looped around back toward him.

"Good evening, Miss Fall. I regret to inform you that you've been expelled," the headmaster said infuriatingly mildly as he calmly took a sip from his mug. "I'm afraid I'm going to have to ask you to leave."


Author's Note 1 (Cyclone):

Well, there it is, the big reveal two volumes in the making that almost no one seems to have seen coming, the almost obligatory Battle of Vale betrayal.

Ahh, Kobalt and Ivori, we hardly knew ye. But at least they got lines here, unlike in canon, and dramatic ends for both, with a heroic self-sacrifice for Ivori to boot.

Anyway, props to Cody for handling almost all of the Ironwood stuff this chapter.

While neither of us normally like writing fights, I have to say that Arslan taking on that King Beringel was an exception; it was an utter joy to write that scene. However, this chapter does continue the trend of me thoroughly enjoying writing the Rainbooms and Shadowbolts... interacting.

And for the record, the "Apple and Pie" joke was entirely unintentional. We originally used their callsigns there before we realized it would make more sense for Ironwood to think of them by their surnames.


Author's Note 2 (Cody MacArthur Fett):

This chapter was a terror to write. Though, fittingly, once it stopped being that was when I was able to give one final effort to finish it. All that depression, all that lamentation about how I haven't been contributing much and how such a daunting task lay before us, all of it was but phantom fetters. Once things started looking like they could be completed suddenly it became easy to complete it. It also didn't hurt that I finally had a discussion with my compatriots about something that had been eating away at me for weeks.

Optimism and communication will light your way, and there's your friendship lesson for the week, folks.

Speaking of friendship, I've wanted to have Ironwood quoting the Elements of Harmony for a while not, but in the context given here it comes off a bit crazier than I originally imagined it. Ah well. Dude's had a stressful time, so maybe he deserves the chance to cut loose a bit? (And yes, those are the Elements of Harmony… kind of. They're actually virtues the US Military lists as paramount. That would be oddly fitting, if we weren't writing this fic.)

Speaking of Ironwood cutting loose, this chapter marks the first actual onscreen romantic discussion that the two of them have had in the entire fic. Well, kind of. It originally had a lot more romantic overtones to it, or it was supposed to be that, but in the editing it became a bit more matter of fact. It's kind of the way that things have always gone for them, actually. Luckily, if they survive things they'll have much more opportunity to do so in the future… hopefully, anyways.

Oh, and how about Team CFVY and RRFL? Man, does it ever feel good to get that reveal out of the way. That thing was so secret that only me and Cyclone knew about it. So if you're sharing this around make sure to remember that it is a gigantic spoiler… you know, on top of all the other gigantic spoilers this volume. Really, I'm kind of curious to see how people do that anyways, since it is coming up on the time when we're going to be advertising this story again. (We were thinking that the main selling point would be that a lot of the secrets that people were complaining about have now been revealed in full.)

Volume's not over yet though, folks. We've still got two chapters left, and we've got still more reveals to make. Oh yes, we're not done yet, and the best is still to come!