My deepest apologies for this chapter's lateness. Work slammed me with a huge project last week and I wasn't able to start writing until late in the week.

Beta-ed by xenosaiyan and MasterPrince713

"No," Happy declared, his voice as demonic as he himself now was, his black eyes uncompromising onyxes as he pointedly refused to look at the dying Oscar. "No, we are not using Natsu's body on him."

Irene tried not to take any vindication from Wendy's crushed face at the Exceed's response, but she had warned her. This wasn't a situation where everyone won. Which meant that if the Sky Dragon Slayer didn't want to lose, she'd have to choose who did. And that would mean betraying at least one of her many friendships.

"He's going to die, Happy," Wendy insisted. "They're both going to die if we don't move them."

"Ozma has spent millennia sticking his head in the sand while the Umbral Spirit King bears down on the world," Happy argued. "About time he does something other than hide behind his walls and get other people to die for his agenda."

"And Oscar?"

Happy winced, but he managed to force his fury to stay on his face. "It's him or Natsu. Nothing against him, but I'll pick Natsu every time."

"You don't mean that," Wendy pleaded. "Natsu would never want someone to die so he could live, and you know that—"

"Don't tell me what I know, Wendy!" Happy shouted, tears trickling from his eyes. "You came out of your sphere right into Ruby's lap! It took you less than a year to find the entire Strongest Team and you weren't even looking for them! I came out, and I was alone! For fifty years! I just had End hanging over my shoulder and I could either stay back at the castle and do nothing, or go with him and watch his back to make sure he didn't get my best friend killed with him."

Irene cocked an eyebrow. End was perhaps the most powerful being currently on the planet. While that alone didn't make him invincible, Irene had seen more than her fair share of 'all-powerful beings' done in by those who theoretically shouldn't have been able to scratch them, The Ophiuchus did seem to normally lack the arrogance that often led to such reversals of fortune. Was Happy really so terrified that he'd lose his best friend with such a fortress of raw power around him?

Of course he was. After all, Natsu himself had been one of the mightiest warriors of Earthland, and they'd both been put on death's door without a shot being fired while surrounded by similarly powerful friends. Now alone in a new world and time with what few friends that remained transformed into darker, more ruthless versions of the people he knew last, and an apocalyptic invasion bearing down on his head with the only salvation in sight being to become the kind of person he would have despised on Fiore.

Irene knew well the crippling effects of the scars of trauma, especially when one was forced to deal with it alone for decades. Fear had a habit of making its presence felt, even when the person it had inhabited was consciously trying to handle it.

"Now, you're asking me to give up the one thing I have worked for, the only thing that has kept me sane, for half a century?! No!" Happy cried. "No, you don't get to stroll in here and leave me behind to have to figure a way to save Natsu alone!"

There was a silence after that. Irene hesitated to call it 'long', no doubt young Oscar would have perished in that time if it was, but it was… poignant. After the thunderous madness of the castle collapse and then the battle with Hazel, the quiet was somehow even more deafening. Until, at last…

"You're right."

Wendy's tears flowed down her cheeks as she spoke those words, Happy almost stumbling back in surprise. His eyes only widened further as the Sky Dragon Slayer got down on her knees and bowed to him in apology.

"I never meant to trivialize what you've gone through all these years. I never meant to ignore what you've had to go through alone," Wendy said, before her face rose once more with harder resolve. "But you know Natsu would never want you to let this happen. We can make him another body. Oscar and Ozma will die if we don't put them in."

"I… I…" Happy collapsed to the ground, the sniper who'd devastated the entire group at Kuroyuri now just a limp kitty. "I can't go back to being alone."

Wendy reached out and gently clasped the Exceed's shoulder, tipping his face up to meet her compassionate gaze. "You won't. I'm joining you."

Irene and Happy's confounded expressions mirrored each other at those words. But Wendy was not about to let Oscar and Ozma die while they gaped and set about preparing the transfer. Happy, still stultified, just helped her move the bloody body into position.

Ozpin gurgled, grabbing at Wendy's arm. "Just Oscar. Spare him from—"

"Forget it," Wendy insisted, setting against the regeneration tube and the floating body within. "We're saving both of you. We'll make a new body for you before the merge is complete."

"A body for him, a body for Natsu, and, of course, one for me," Irene listed off with a scowl. "Quite a shopping list you're putting together. Do you really believe Salem is just going to let you waltz into Atlas and make use of her equipment? For Salamander, perhaps, but her ex-husband?"

"She'll give me all the time I need when I agree to help her," Wendy growled back.

Irene's face twisted in surprise. "You're going to lie?"

"What can I say? You've taught me well," Wendy said with a disgruntled frown. "I can't do this without crossing a line, without betraying at least one friend."

"And you've chosen that friend to be Salem," Irene surmised. "You'll claim to agree with her larger plans so that you can get access to her technology to create the Etherious bodies you need."

"It's not something I'm happy about," Wendy snarled. "Now let's get ready to…"

"I won't help you."

"What?"

It was Wendy's turn to look up at her, shocked and confused. "What do you mean?"

"I am not your dog, little shrimp," the Scarlet Despair reminded her, the bite in her usually affectionate nickname reminding the young girl what species her spectral passenger had once been Queen of. "Did you think that I'd just go along with whatever you planned without complaint?"

"I assumed you'd want me to get you a new body!" Wendy shouted. "Do you really believe in Salem's plan so much that you'd give that up?!"

"A body is hardly useful if the world is destroyed," Irene pointed out. She raised a clawed hand when Wendy opened her mouth to speak. "And before you start going on about how 'you'll find a way', which I can admit from experience is a possibility, I will also point out that there is an equal and non-ignorable chance that you won't."

"So you'll give in to fear and conquer the world?"

"I prefer to think of it as 'hedging my bets'," Irene shrugged. "In case your friends fail to come up with their own counter to the Umbral Spirit King, I must 'insist' that during our time with Salem, we perfect both Universe Omega and her End and Acnologia enchantments, as well as providing the means for her to use them."

Wendy pouted. "You're extorting me."

"I did teach you well," Irene smirked, a touch of playfulness returning. "Face it, little shrimp. You can't do this infiltration gambit of yours alone. The Gemini girl will sniff you out in an instant without my help. And I will not extend that help unless I have an assurance that one way or another, the few people I care about in this world will have a chance to have a world to live in."

She'd expected the Maiden of the Sky to finally crack, to cry in fury or despair as she had in the Mistral wildlands. Or perhaps to dig in stubbornly and cling to her ideals as she had throughout her battle with Hazel and desperate struggle to keep Oscar and Ozpin alive.

Instead, the young woman flashed a small smirk at the elder enchantress. "Deal."

Irene blinked. "What?"

Wendy nodded and began weaving the enchantment to transfer the time wizards. "What I'm doing, betraying my friend's trust, is not good. It is not kind or heroic or admirable. It may be necessary. But maybe it's not. Maybe I'm making a horrible mistake. Maybe we all are. Or maybe Salem will defeat whoever stands against her anyway. If any of that is the case, you're right. Hedging our bets is a necessary precaution."

"Oh," Irene blinked, surprised to have received such an easy compromise. "I really did teach you well."

Wendy returned a more genuine smile, full of warmth and respect. "I like to think you've learned a bit from me as well. After all, on Earthland, you never would have admitted you cared about Erza and Pyrrha."

"I… I…" Irene stammered, before huffing away from her apprentice, a vexed blush on her ghostly cheeks. "I don't know what you're talking about."

Wendy chuckled, feeling so superior that she'd deduced her teacher's care for her family. Perhaps it was ironic that she had not deduced that such care extended to her as well, the little goblin and her infuriating, infectious spirit.

"Uh, Wendy," Happy spoke up, his befuddled head swiveling between the Dragon Slayer and the 'empty' space where Irene was floating. "Seriously, who are you talking to?"

"Oh, sorry, Happy," Wendy replied. "I was just talking with Irene."

"Irene… Belsarion?" Happy squeaked, more than a little confused. "Isn't she dead?"

The former Scarlet Despair groaned. "Why is that what everyone immediately goes to?"

Still, the line was crossed. Happy knew she existed. Wendy was putting everything into this scheme of hers. To save as many of her friends as she could, she would betray one who prized her dearly, manipulate her as a pawn in her own game while also using her as a failsafe weapon should all else fail.

That was one way to move forward.

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"That's your plan?" Ruby hissed under her breath, summoning up a tornado that would hopefully hide her lips from any of Watts' cameras that might have been nearby. "Infiltrate Salem's Circle? The circle that includes Emerald? Who can read minds!"

Irene rolled her eyes. "Calm yourself, little flower. We have considered all of the factors. Gemini's ability is an obstacle, but it cannot ascertain truth from fact, only memory. And unlike truth, memories can be changed."

Ruby frowned, sensing the fragment of magic power attached to the spirit currently bound to her. "Wendy gave you some of her magic?"

"Just enough to get me to you and back. She'll give me more to cast the enchantment needed to alter her memory. Useless on an unwilling subject, but a caster of my skill can do quite a lot with a cooperative mind," Irene detailed. "Gemini's ability will find Wendy to be completely truthful, solidifying Salem's trust in her. Then I shall nullify the enchantment, allowing the little shrimp to revert back to normal to serve as Fairy Tail's agent among the Gates."

"I don't want an agent among the Gates," Ruby growled. "I want my friends safe."

Any further discussions were furloughed as the tornado the Winter Maiden had conjured suddenly streamed off to a single point. Ruby turned to see Wendy gobbling up the wind like a plate of spaghetti, magic power already replacing it in her maw.

Oh snap.

"Sky Dragon Roar!"

"Eep!" Ruby squeaked, immediately bursting into rose petals and darting out of the way of the crashing typhoon. Wendy was certainly doing her best to make this 'fight' of theirs look convincing.

But would that skill last once it wasn't a matter of sham fights and memory switches? Ruby had seen enough Spruce Willis movies to know infiltration was a dangerous business, one that twisted a person's conscience and loyalties in ways that few could reconcile. She did not want her friend wrapped up in that, especially when Wendy would have to prey upon the nostalgic friendship Salem still had for them all to do it. Something like that felt simply too cruel for the gentle Sky Dragon Slayer to do.

"Wendy!" Ruby shouted. Oh crud, was the shout too loud? Not loud enough? "Snap out of it! You don't want to do this!"

"I'm sorry, Ruby!" Wendy cried out in return, her mane of Dragonforce flowing behind her like a majesty pink cape. "But she's right! We can't risk the world! There's no other way!"

Ugh! Was it just her or was both their acting terrible?

"I give that scene a 'C' at best." Irene nodded, her gaze almost condescending towards Ruby. "Try to understand what Wendy is willing to do for you all. She's no more happy about preying upon Salem or my added terms than you are, but she's willing to go through with them to get a shot at saving Natsu, Ozma, that cute little farmboy, and all the others who would otherwise be made sacrifices. You came here to compromise, did you not? Not bowing to well-intentioned tyranny may be one thing, but if you're not willing to allow any deviation from your ideals, you'll never be able to do that. You'll just end up another tyrant, enforcing your morals on all for their own good."

Ruby frowned, using her maiden powers to propel herself away from Wendy's incoming Sky Dragon's Claw. Even her annoyance at her friend's attack nearly shearing through the new cloak Mira had made for her couldn't dampen her anger upon realizing that Irene had a point.

Still, even as she was laying down lightning bolt cover to force her false opponent to zig-zag, she knew she could shoot this entire scheme in the foot if she felt it necessary. Even if all she did was try to talk Wendy out of this plan, just talking about the infiltration in enough detail on Watts's cameras would scuttle the idea in an instant by alerting Salem to it.

But… Wendy wasn't her pawn, she was her friend. No matter how much she feared for her or the consequences of her perilously risky gambit, she could not force her to get in line with Ruby's own specific morality. All she could do was trust that her friend could handle this.

"You do what you gotta do!" Ruby yelled, lining Wendy and Irene up so that she could look at both of them without arousing suspicion. She raised her arms into a fighting stance and crackled electricity over her fists to sell the illusion that she was actually fighting. "I'll do the same!"

Irene smirked. "Leave Mr. Arc with us, little flower. We'll be better equipped to assist him, and if we fail, his madness will only destroy your enemy's infrastructure."

Wendy let out a furious roar and blasted across the rubble plain with speed that few could dodge. Ruby was one of those few, but only if she used her semblance with precise timing. In the heat of battle, it would be believable to anyone watching that she had messed that up once as the Sky Dragon Slayer landed another solid punch to her cheek.

What any onlookers wouldn't see was Irene's spectral form vanishing from Ruby's sight, no doubt enchanted back into her protege's body through the physical contact.

With the transfer done, Ruby activated her semblance and raced back to the crater of Neo-Hell's Core as a stream of rose petals, Wendy giving chase behind to 'stop' the enemy of Salem.

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Carla was admittedly shocked when the Meteor-user they'd sighted landed on the airship's open ramp. But even if she hadn't been, she didn't think she could have beaten Nora when she'd rushed for one of the new arrivals.

"Pyrrha!" she yelled, yanking her teammate into a wild and desperate embrace as tears of relief flew down her cheeks. "You're alright! You're alright! When we saw that meteor coming down, we didn't know what had happened, or if Jaune had somehow gotten a hold of you, or-"

The redhead cut her teammate's terror off by spiritedly and warmly returning the hug. "I'm okay, Nora. I'm here. I'm not going anywhere. I promise."

Nora shut her eyes and clenched her friend even tighter. "I thought I'd lost you too."

Pyrrha cracked a smile. "Are you kidding? With how big you made that beacon above the ship, I could never have missed."

"Heh. I never was great at being subtle," Nora sniffled, burying her head in Pyrrha's neck. "Side note, who's the mysterious blue-haired guy and why can he use your magic?"

"Jellal," Carla whispered, looking at the Wizard Saint as if he was a ghost that would vanish if she reached out to touch him. "Is that really you?"

The Heavenly Body Magic master flashed her a slight smile. "It's me, Carla. It's good to see you're alright."

"You too," Carla gasped. "How…?"

"A story that can be explained later," Jellal replied. "Ruby's trying to negotiate with Salem, but if she fails, we need to gather everyone to escape."

"We've got a plan in mind for that," Taiyang revealed, Raven by his side as his gaze trained on the new arrival at the mention of his daughter. "Where's Ruby?"

Jellal looked the blonde huntsman up and down, his eyes flashing to Raven to analyze her as well. No doubt he put together the former's resemblance to Ruby and Yang, and the latter being a dead-ringer for the Yellow Fairy with black hair to deduce their identities.

"The ruins of Neo-Hell's Core in the center of the castle, Mr. Xiao-Long," the Wizard Saint explained. "Though, as Ruby can fly with the Winter Maiden's powers, she's instructed us to collect the others first."

"The Winter Maiden," Raven mused under her breath, her eyes flickering with sadness. "Then Summer really is…"

"What about Yang?" Tai inquired, flinching with pain himself but pressing on. "Do you know where she is?"

"Yang…" Jellal hesitated as he spoke. "She's in the western tower with Blake and Weiss. Juvia is working on collecting her."

"Juvia's here too?!" Carla gasped. "Who else?"

"Just us. No one else," Jellal replied, dashing the Exceed's brief hope that the rest of the guild had come as reinforcements. "Lucy, Loke, and Wendy are with Ruby. I checked the northern side when I retrieved Pyrrha. If we're going to find Erza and Gray, the south is our best bet."

Tai nodded. "Agreed. What floor are Yang and the others on? We can pick them up as we go."

Jellal once again winced. "That may not be wise. With Blake's flight capabilities, they can catch up to us without difficulty, so if she and Juvia can calm Yang down-"

"Calm her down?" Tai interceded. "What do you mean?"

"... The one who killed Summer Rose was Weiss," Jellal revealed. "According to Ruby and what little I saw when I dropped off Juvia, Yang is attempting to repay her in kind."

Carla's eyes widened, her heart feeling like it had frozen in her chest. Around her, Pyrrha and Nora's faces both paled in horror at the news.

Tai and Raven… well, horror seemed like too great an understatement to describe the broken emotion warping their features.

"Penny," Raven called back to the cockpit, doubt and guilt in her downward gaze. "Take us south."

The rest of the gang piled back into the airship as the vehicle turned for the other courtyard, flares of blue fire and pink ice visible in the distance. Before he entered the compartment however, Taiyang spared a furious look for Carla.

The Exceed didn't blame him, her guilty eyes locked on the western tower. This was her fault. When she'd seen that vision of Wendy, she'd let her fear consume her, so desperate to avoid fighting with Yang that she'd lied to her, manipulated her friend instead of trusting her. She'd failed her, and Team RWBY had paid the price for her mistake.

She could only hope that Juvia and Blake could clean up her mess.

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To say that Weiss had been through the emotional meat grinder in the last few hours was perhaps the understatement of the century. From her battle with Rosenflos, Yang's fury, and Blake putting herself on the line and giving herself over to a Grimm to protect her, the former Schnee heiress had practically given up from simple exhaustion. With the still throbbing pool of pain where her left eye used to be, she'd thought she had finally seen all the madness that she ever would.

Once again, the universe just loved proving her wrong.

"Juvia," Weiss whispered, the water wizard's name like an incantation from her lips. "You're here?"

"I am here!" Juvia proudly declared. She threw open her arms and ran towards the ice wizard. "Oh, Weiss! It's so good to see you again-"

She was cut off by a feral growl. The Deathstalker hybrid recovered from Yang's earlier blow and whipped its tail through Juvia's body, though her watery form meant the blue-haired woman was more confused than hurt. Still, the Grimm scorpion skittered around Weiss, protectively curled around the battered God Slayer.

"Blake?" Juvia queried. "Is this what a Grimm looks like?"

"Shall not… harm. Blake's… friend…" the Umbral Spirit hissed. "An oath… was made."

"Shall not… no!" Weiss spoke up, putting her hands on the Deathstalker's cracked shell. "She's a friend! She won't hurt me."

The Deathstalker glanced quizzically to its charge before looking to the blue-haired wizard. "Friend?"

Juvia nodded, resolute and serious. "Friend."

The Grimm creature sighed, sinking to the ground in gratitude. "Then… safe. The oath… fulfilled. Blake… relieved."

Weiss tilted her head in confusion. "You're not going to try to take her body?"

The Deathstalker inclined its insectoid skull, equally perplexed. "Why?... the oath was struck… now fulfilled. She has fulfilled her… word… not like humans… too kind… to be human…"

It glanced up at the bleak, ruined castle, barely lit by weak, fluttering dust crystals. "Beautiful. To think the Earthland was so… bright."

The shadows of the Grimm warped back into the flesh and blood body within, as if sucked into a vacuum cleaner. Blake, restored to her original form, collapsed to the floor, shaking and shivering in a cold sweat against the obsidian.

Juvia immediately ran to her side. Weiss attempted to do the same, but with her muscles utterly spent, the best she could manage was crawling a bit in her teammate's general direction.

"Blake?" she whimpered, terrified that her friend had paid too great a price to protect her. "Blake, please tell me you're alright!"

"Kill… Cul… I'm… I'm alright. I'm alright," Blake panted, gasping for air. She glanced and spied Juvia. "Oh, shit. Scratch that, I'm dead. Juvia's here."

"You're not dead, Blake," Juvia corrected with a smile.

Blake cocked an eyebrow. "Then... I'm hallucinating? Why am I hallucinating you, Mira is way hotter-"

A sizzling rush of steam cut off the cat faunus's rambling, all three wizards whipping their heads towards the Water Lock containing Yang. Said Water Lock was currently in the process of boiling, bubbles churning to the surface as the Devil Slayer within struggled to light her golden mane.

"Oh, Yang's burning through a Water Lock-" Blake double-taked and whirled towards Juvia, her eyes wide. "Juvia! You're actually here! I didn't mean what I said about you and Mira-"

"Yes, you did, and Juvia does not disagree," Juvia replied, patting the cat faunus on the shoulder before rising to her feet and turning to her aquarium's occupant. "Yang. Ruby told me what happened. I am so sorry."

"Then get out of my way," Yang gurgled through the heating water. "Would you be standing in my way if she'd taken Gray from you?"

Juvia's expression paled with shock for a moment, before a solemn frown took over her face. "Likely not. But Gray would never have hurt her to begin with. Summer did."

"I know that. I knew that. I was willing to sacrifice her to that justice. I just begged for more time," Yang's burning crimson eyes, so much like Raven and Qrow's, shifted to Weiss, the heiress flinching back from her teammate's utter hatred. "And she spat in my face while nearly killing Ruby as well."

"I didn't… I didn't know it'd be so," Weiss murmured, her words weak even to her own ears. "I thought she was going to kill Ruby-"

"She was our mother!"

A Fire Devil's Rage ripped its way out of the Water Lock, only Blake grabbing Weiss to provide a shadow clone preventing the white-haired girl from being disintegrated as the obsidian wall behind her melted to slag. She glanced back at the Devil Slayer, only to spy her prison nearly boiled away.

Juvia's eyes widened at the nearly-lethal breath attack, summoning a giant aqua hand and smacking Yang down the hallway. The water wizard then grabbed Weiss and Blake's hands and took off in the other direction.

"Wait!" Weiss called, her body flying behind her guildmate like a streamer. "We can't just leave Yang-"

"I know what devotion looks like, Weiss," Juvia cut off, running as fast as her legs could carry them all. "As long as you're here, she won't listen to a word we say."

Weiss flinched, once more confronted with the brutal reality of her actions.

"We need to head north then!" Blake yelled. "Our friend Pyrrha is fighting for her life-"

"Jellal has that handled."

"Jellal?!" Blake squawked. "Who else is here-ah!"

The three wizards screeched to a stop as they reached one of the many broken walls at the edge of the tower. stretching out before them were several stories of open-air, the perimeter of towering ancient Grimm filling the horizon as hurricane winds buffeted them from the north.

Fortunately, skirting about a hundred yards away from them was a sleek black airship with a giant pink Fairy Tail emblem glowing above it.

Juvia turned to Blake. "Do you have the energy for wings?"

Blake gulped, keeling over her trembling thighs and dry heaving. "Yeah… yeah… just… give me a few seconds. Seram's Madness… full force… not fun."

"YYYRRAAAAGGGHHHHHH!"

Weiss felt heat rise from behind them, Yang no doubt rocketing after them once again. Her eye glanced at Blake with dread, her teammate in no shape to use her magic, let alone fly. She tried to will her aura back to life and summon some sort of flying Grimm to their aid, but it had only been broken moments ago and having magic didn't restore it any faster. They were trapped on that ledge and easy pickings for the furious Devil Slayer-

"Plan B then," Juvia announced, grabbing both huntresses by their waists. "Hold your breath."

"What-"

"Hold your breath!"

Weiss and Blake did so without another word, large orbs of water soon consuming them both.

"Water Lock Duo," Juvia said, her own body turning completely liquid. "Water Body!"

All three wizards rose into the air, shakily hovering out towards the approaching airship.

Weiss was amazed at the brilliant simplicity of the move. Juvia's hydrokinetic abilities were the finest in Fiore. By surrounding her guildmates in water and allowing her body to completely become the substance, she could lift them into the air in a manner similar to Professor Goodwitch's telekinesis!

Of course, it was hardly a simple process. She had to maintain the Water Locks' holds on Weiss and Blake, keep her body pure liquid, and manage the hydrokinetic hold despite the immense height and shearing winds, not to mention actually move them through those conditions. Most wizards would struggle with even one of those actions, while even Juvia couldn't keep them from shaking and shivering over the chasm.

Still, even with their sluggish pace, they made it close to the airship, Carla and Pyrrha holding out their hands to pull them onto the boarding ramp.

And back at the ledge, Yang had arrived, staring out at them with murderous rage. She gathered magic in her mouth and unleashed another Fire Devil's Rage. With Juvia's pace what it was, they would have been blasted out of the sky if it hit them.

Fortunately, a golden streak blazing out of the aircraft ensured it never would. Jellal Fernandes stepped out onto the boarding ramp, his Heavenly Body Magic cutting the breath attack to pieces before it ever came close before jetting on Meteor and personally pulling Juvia's group into the ship.

Weiss was yanked out of the Water Lock by Carla, Pyrrha doing the same with Blake on the other side as Juvia was guided to the cabin by Jellal. The Exceed prepared to help the white-haired girl do the same, only for her to resist, glancing back at the teammate she left behind at the tower.

Yang let out a livid roar of fury, fire bursting from her lips as her Full Demon tattoos spasmed over her face. All that Weiss could think of were Gray's words from back in the forest of Patch.

'Vengeance, even when it's justice, can cost you more than the original sin took.'

Tears trickled down Weiss's sole remaining eye, dearly wishing she'd put more weight into the warning when she'd first received it.

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"Ruby! Wendy!" Lucy called, unable to do anything as the Sky Dragon Slayer chased the Winter Maiden into a fierce running battle.

"Ruby can handle herself," Loke advised, grabbing Lucy's arm to keep her from chasing the pair.

"So we just let Wendy join Salem?" Lucy demanded.

"If anyone can talk her out of it, Ruby can," Loke pointed. He jutted his head towards the bubbling pool of black mud that was once Salem. "However, if we're not joining her, we should move before she gets back."

Lucy shuddered, recalling the images of The Queen's battle with Acnologia in Jinn's visions. There was only one option in their arsenal that could hold out against that kind of power and it wasn't something they could do more than once at the moment.

"Jaune," she said, turning towards the yellow-skinned, pink-haired man lying off by the wreckage. "We need to get him."

Loke frowned. "If he wakes up while we're holding him-"

"We'll have to take that risk," Lucy interrupted, breaking away and running for the downed Eclipse Etherious.

However, before she could reach him, a dark blurr burst out of the ground and zipped in front of Jaune. Lucy was forced to leap back as a heavy sword swept into her path.

"I can't let you do that, Lucy," Happy warned.

Lucy nearly took her head in her hands and screeched with impotence. Everything had fallen apart and she'd felt like all she'd been able to do was sit on the sidelines and watch it happen. Watch Salem subdue Jaune, watch Ruby breakdown and use the book, watch Wendy side with world domination, watch, watch, WATCH!

She knew she was weak. Even with aura, she knew she was the weakest link among the team. Her contracts with her spirits still allowed her to use her Star Dresses, but she couldn't summon any but Loke and her Silver Spirits, the ones that hadn't passed from old age. Even if she'd had them… what could she do? What was she in the face of one hardship after another, when her 'clever' solutions of the past, the Book of E.N.D. and Fairy Sphere, had backfired so horribly?

There was always something. And now, it wore a familiar face.

"Happy, please," she begged. "I don't want to fight you."

"Feeling's mutual," Happy replied, his sword not lowering. "But you're not taking him hostage."

"I'm not trying to take him hostage, I'm trying to get him back to his friends. His team!" Lucy pleaded, tears flecking from her eyes. "I want you to as well."

Happy's expression cracked in that moment, or perhaps it was a trick of the light. Nevertheless, his gaze was stalwart a second later, his guard over Jaune steady.

"I chose this. So did he," the Exceed declared, gesturing to Jaune's unconscious form with his head. "Besides, we have the equipment and the expertise to help him."

"You'll forgive us if we don't imagine it'll be a high priority for your group," Loke replied, coming side-by-side with Lucy. "Besides, you're outnumbered."

Happy smirked, tossing his Buster Sword up. "Am I?"

"Parallel Worlds."

The Exceed's weapon fell back into his hand, but in its place, scores and scores of that same Buster Sword suddenly materialized in mid-air around him, all of them pointed at the Celestial Spirit Wizard and her spirit. Lucy and Loke's eyes widened as they suddenly faced with a wall of sharp steel.

"What the…" the Lion Spirit murmured, his head whipping towards the hole Happy had emerged from earlier.

Emerging from the cavern beneath, the Long Memory in hand, was a short boy with dark tan skin, white hair, and green eyes. Time Magic swirled around him like a vibrant storm, more than even Ultear had ever mustered.

"Oz?" Loke gasped.

"Oscar," the new white-haired man declared, slamming his cane down to the ground. "And Etherious."

The mass of floating swords shot towards the Celestial pair. Summoner, clad in her Leo Star Dress, and spirit both steeled themselves, Regulus's blazing glow coating their hands. In sync, with perfect coordination, the guildmates lunged at the storm of blades, their power bending and weaving around their forms.

"Unison Raid: Double Regulus Flash!"

Summoned in the space of a second and powered by a bond that had endured for millennia, the dome of golden light pulsed out and easily battered aside the Buster Sword copies. Oscar was forced to shield his eyes from the blinding shine while Happy wrapped his arms around Jaune and fled back as the spell's fearsome border closed.

Of course, that meant that neither saw the swarm of rose petals blur in from behind the pair of blondes and usher them away before they could press their clear advantage.

And none of those present saw the pool of dark mud suddenly start bubbling all the faster within its wrecked crater.

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She was getting away. She was getting away!

Yang stomped back and forth across the ledge, glaring across the chasm as Carla helped Weiss into the damn airship. The one who'd tricked her into leaving her mother vulnerable and the one who'd plunged the giant Grimm scythe into her back and nearly Ruby's as well.

And everyone was helping them! From Blake to a freaking Grimm to fucking Juvia and Jellal, however the hell they were here!

She had trusted them. She had sacrificed so much for them, been willing to give more. All she'd asked for, begged for, was her mother, just for a while, and she was the villain for it. Because she was lesser to them. Her life expendable, her dreams meaningless. She wasn't their friend, just a pawn to be sacrificed. She was only supposed to show up, kick ass, and be grateful for that much.

Now, there was a chasm between her and her enemies, one that any ranged attack could not cross without being cut to pieces by Jellal's flak fire. An Exceed or Blake with Griffon wings might have had the agility to maneuver through the storm, but Happy was nowhere to be seen. She had no friends to rely on.

And… perhaps it was time to stop thinking she needed them.

'All power has limits, Yang. But don't impose them on yourself before reality does.'

End's words echoed through her head as the backlash of the Sema to the north buffeted her with winds. Yang gazed out over the abyss, the stories-long drop below… and she stepped out over it, hearing the question of one of the only friends who hadn't betrayed her reverberate through her memory.

'Can you fly?'

She plummeted, fast and hard. Her aura cushioned the bracing air as she fell like a stone, a distant call from the airship too faint to make out, but her skin was still pushed back into her, the scales of her demon arm parting the cutting gusts. The ground approached all too quickly, a dark wall without forgiveness or pity, ready to crush her apart should she strike it.

'Why not?'

"Purple Flare - Devil's Wings."

Violet flames burst from her back, the rushing air crashing against them and battering them apart. But Yang's will was ironclad and her determination to push through with the spell was limitless. She'd been conjuring improvisational magic since her battle with Mercury at Haven, and this was no different!

She sculpted the vibrant Purple Flare into a set of spiked draconic wings, catching the wind and lifting her into the sky. She glared up at the sleek black airship, the pink emblem of Fairy Tail mocking her from above.

Let it. She was the daughter of Summer Rose. She would not die.

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She was the daughter of Summer Rose and she was going to die!

First a black hole, and now a fucking meteor came screaming down to end Cinder. With her body still exhausted from her earlier enhancement, the hurricane winds of this 'Jellal Fernandez's' Sema pinned the Gate of the Archer down just as surely as Pyrrha's gravity vortex had dragged her in. Only now, instead of being sucked into a crushing, merciless event horizon, a golden, burning rock bigger than a house was screeching down onto her. And without a bow, or the maiden powers or dust to form one, she lacked the long-range capabilities to take the comet out before it obliterated her.

At least, she would have if Fernandez had arrived a minute earlier.

"Golden Spirit Wail!"

Cinder looked to the starry sky and let out a defiant howl, her own beam of searing golden light shooting from her eyes to her mouth and then erupting into the heavens. She would no longer handicap herself! She would use everything at her disposal, every power at her disposal, to survive!

Destiny had been trying to kill her since she was a child. And as she had told Pyrrha at Haven, she defied destiny, no matter how many fairies it sent after her head! Let them come! All of them, however many times they'd like! She would meet them over and over again and she would not. be. Beaten! She was strong! She was powerful! And she would not-

Her wail struck the Sema. The meteor slowed… but it did not break. And it did not stop.

-die…

Cinder's eyes widened, her will wrenching out as much magic power as she could from her golden orbs, demanding her Scarab speed up its healing secretions within. She flashed her Enhancement over her body, knowing it wouldn't do anything to a metaphysical organ like her origin but praying that it would do something to boost her ocular muscles' potency. Anything to boost her breath attack's strength enough to destroy the meteor!

But… it didn't. This was she had, all she was. No holding back, no handicapping herself, this was everything she was, the end result of all her struggles and trials and hardships. And it couldn't even stop a rock from falling on her.

She… Ella Autumn… was going to die.

'Teacher… I'm sorry… I tried…' she cried internally, tears falling down her cheeks. 'I tried to be better… it just wasn't enough. It's never enough. I'm never enough…'

There was nothing she could do and she knew it. No last-minute tricks up her sleeve and no Neo-Hell's Core to bring her back if she failed. Once more she felt the icy grip of despair inch over her soul, its frost ready to permeate her tattered will.

Only to be burnt away at the touch of her determination.

She could not win. She knew intellectually and in her soul, but she would not despair touch her again. Even if none could see it, even if no one would have cared if they did, Cinder would meet her end as her mother would have: defiant, spiteful, and valorous.

The Gate of the Archer threw her head to the heavens and let the descending meteor and its good night know that she would not go gently-

"Fire Devil's Rage!"

"Dark Deluge!"

"Fire Devil's Rage!"

-huh?

Cinder's brows shot over her forehead as the hurricane winds pinning her were brushed aside as twin pillars of pink fire and a gigantic column of pitch-black water rushed into the sky above her. The trio of elements twisted together as they approached the meteor, ramming into the same impact as the Golden Spirit Wail as a single attack, the combined force shattering the golden comet into a thousand falling chunks.

"Unison Raid: Devil's Deluge Blaze!"

The winds and gravity pinning Cinder where she stood finally disappeared as the Sema attack was obliterated. The physical and emotional exhaustion of the last several minutes finally caught up to the Eclipse Etherious and she collapsed onto all fours, madly panting for breath as the chunks of meteor plummeted to the ground and kicked up a cloud of smog all around her.

Through the smoke however, she glimpsed three shadows, three people. Two of those shadows merged into one as they approached and when they exited the dust cloud entirely, Cinder was left with Emerald and Mercury looking down on her.

"You…" she whispered, her cheeks still glistening with tears, "You saved me."

Emerald nodded, not quite imperious, but not the subservient she once was. "We did."

"Figured we'd follow your example and let Teacher take care of Scarlet if the big guy went down," Mercury shrugged, doing his usual best to be flippant and mocking. "Of course then you and Nikos went falling over the side, and then the black hole happened and that was kind of hard to miss-"

"Thank you."

Mercury's words choked in his throat, his steely eyes suddenly looking at Cinder as if her skin had turned polka dot pink. He wasn't alone in his shock either, Emerald blinking at her in disbelief.

"You…" the thief muttered. "What did you say?"

"Thank you," Cinder repeated, reaching up to her throat, hoarse from screaming, and trying to keep her face away from her former minions as her body trembled with grief-ridden sobs. "Thank you for saving me."

They had saved her, just as surely as Teacher had saved her from the Tremaines' grasp all those years ago. Cinder had put everything she had against Pyrrha and Jellal and come up short, even with her resolve to finally use her eyes to avenge her teacher. She'd used everything at her disposal, every power at her disposal, and it simply hadn't been enough.

But perhaps she had not included every power at her disposal.

'It's not a matter of picking and choosing, princess. You can't have the power if the friendship isn't genuine.'

Teacher's final lesson…

She would have to learn it well.

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"Ruby!" Lucy shouted. "Ruby, wait! We have to go back!"

Ruby flinched, carrying herself and her guildmates on a tornado conjured from her maiden powers. She turned them towards a tall mountain of rubble in the shadow of the western tower and looked back at the Celestial Spirit Wizard as she set them down.

"We can't, Lucy. I'm sorry," she said. "Wendy and the others… they made their choice."

The blonde winced at the blunt truth. "... what about Jaune? We can't just leave him behind."

"We can't beat Wendy and the others to get him," Ruby countered. "At least not quickly. We have no idea how long Salem's going to stay down, and if we're not all together before she's back-"

"Look!" Loke called, pointing into the sky.

Lucy and Ruby followed his finger to sight a sleek black airship circling around the western tower's south side, a distant winged figure rising behind it. Of course, of greater concern to the Fairy Tail wizards was the neon pink rendition of their guild's emblem shining above the shuttle.

"Well, that's one thing down," Lucy smiled. "If everyone's there, we might be able to get through Wendy before-"

"EEEEECCCCCCCCCCCLLLLLLLLIIIIIIIIIIPPPPPPPSSSSSSSSSEEEEEEEEE EEEEEEEEETTTTTTTTTTTHHHHHHHHHHHHHEEEEEEERRRRRRRIIIIIIOOOOOUUUUUSSSSSSSSSSSSSSSSSSSSSSSSS FFFFFFFFFFFFFFFFFFFFFOOOOOOOOORRRRRRRMMMMMMMMMMMM!"

The trio of Fairy Tail wizards all fell to their knees, clutching at their ears as the ungodly wave of power and rage reverberated through the world. Boulders began to tumble down their scattered rubble piles, the two still-standing towers shaking from the pulse. In the distance, the towering ancient Grimm that formed the castle's perimeter all began to bay and shriek, unable to enter or attack the grounds but incapable of hiding their thunderous hatred for the creature within.

A moment after, that creature made itself known, a shapeless mass of inky darkness erupting into the sky. When spread enough to graze the heavens, it curled back down to take true shape, a colossal twelve-headed hydra with intricate black scales. And nestled between its forest of necks was a humanoid woman with black veins throwing her head back to shriek as her dozen draconic maws roared amidst the clouds.

On the whole, Lucy much preferred it when Salem's Eclipse Etherious form was on their side.

"Really wish I'd had time for that full incantation now," Ruby whimpered.

"She must have used the transformation to speed up her regeneration," Loke surmised. "Do you have a plan?"

"My plan was to get out of here before she had time to bust this out," Ruby admitted. "As of right now, I'm open to suggestions. Any ideas?"

"One," Lucy frowned, glancing down at her key ring. "But it's not a good one."

"My plans tend to average between 'audaciously bad' and 'clinically insane'," Ruby replied. "Lay it on me!"

Lucy didn't. Instead, she looked to Loke, the Lion Spirit meeting her eyes with a gaze that let her know he knew what she was thinking.

"It has to be mine," he said. "To open it, the summoner and the spirit have to both want it to happen."

"Your what?" Ruby asked. "What would you and Lucy need to-"

The Celestial Spirit Wizard pulled Loke's key from her ring, sparing a glance of melancholy to Virgo's disintegrated stub.

"... oh," Ruby uttered, her clever mind finally putting the pieces together from the myriad of stories she'd heard of the guild's past battle. "That… isn't good."

Lucy flashed her what she hoped was a reassuring smile, but she couldn't maintain it when she looked back to Loke.

One of her oldest friends, the last of her spirits, and one of her only remaining direct links to the guild as it was.

"I don't think I can ask this of you," she said, a tear falling down her face. "You had so much faith in us. You waited so long. And now, to ask this sacrifice of you…"

"Oh, please. I'm not dying, Lucy. For my friends or otherwise," Loke smirked, though his contractor had known him long enough to see through the facade to the trembling underneath, just like when he'd tried to keep Karen's fate from her. Even aged as he was, he could not hide the genuine soul within him. "I'll just be hanging out back home. Really it's more a sacrifice for you all, having to slum it through this mess without my handsome face to warm your nights."

It wasn't a bad quip, but Lucy couldn't find it in herself to smile.

Ruby placed a hand on her shoulder for support. "We're not going to be able to get out of here without him. Our ideals won't matter if we're all captured here. We have to cross some lines."

"And this is one I've crossed before," Lucy sighed. She tightened her grip around Key of the Lion, steeling herself as she raised her tear-stained gaze to her old friend. "If we get through all this, if we stop the Umbral Spirit King and save the world, I will find it this time. I won't fail you like I failed Aquarius."

Loke's smile twinkled, no longer a facade as tears slid down his cheeks. "Lucy, you have never once failed any of us. Just, watch out for Oz as best you can, even with what's going on. That kid… he's not as good as he wants to be, but he never seems to get that he's not nearly as bad as he thinks he is."

Lucy pricked a small grin. "I'll do my best."

"That's a lot more than what you think it is as well. Especially since you should get a new trick from him with how much stronger you've gotten since last time," The Lion Spirit reached out and covered her wrist with his hand. "Together?"

Lucy nodded. Side-by-side, turning to face down the towering, hellish hydra, they raised their arms. Two siblings, two Fairy Tail wizards, with a Golden Zodiac Key glowing and vibrating between their fingers.

They swung down, and the key shattered as their voices cracked the air like thunder.

"Open! Gate of the King!"

Ah, the climax of Grimmlands Arc is about to hit full force. In terms of pure spectacle, the next two or three chapters are going to be some of the story's most bombastic yet.

I had considered cutting the chapter off a few sections before I ended up doing in order to get it out on time, but I find that I much prefer it as the complete work it is. This way I get to include all the crucial character moments for Ruby, Lucy, Yang, and ESPECIALLY Cinder without slowing the pacing to a crawl.

Thank you for Reading! I hope you enjoy what comes next!

Go Forth and Conquer!