Ruby and the others rushed out from the hold and onto the deck. The crew was fending off massive tentacles with small guns. Coprions and other sea grimm were leaping at the edges to pull men overboard. The large turrets fired specialized shells indiscriminately around the ship. Spears and bayonets stabbed into the limbs trying to fend them off. Winter was commanding each section while her sister slowed the limbs with geysers of ice and frost. Nora threw grenades into the air while Jaune and Pyrrha defended her. Ren with his small arms acted as runner between the far sections of the ship. His little machine guns peppering the soft grimm when it could.

"What are you doing up here?!" hollered Winter, "Launch the submarine!"

"We can't you dumb bint!" said Torchwick, "That giant squid is right outside the damn door! It nearly ripped the submarine out of the hold a few minutes ago. We need to get this thing off the ship before I can move!"

"Depth charges!" ordered Winter, "Depth charges!"

As soon as the words left her mouth the tentacles began attacking the launchers. It swept across the deck hurling sailors overboard. It smashed down on the deck crushing one of the launchers. The squid was relentless in denying the sailors a chance to counter.

"Ruby, Weiss clear the tentacles from the launchers. Pyrrha, Jaune, defend the crew as they load," ordered Winter, "Everyone else as you were!"

"I'll be below deck," said Torchwick.

Winter grabbed his arm, "You're staying with me. Penny, you too."

Penny deployed her swords, "Okay. Why aren't your snowflakes out?"

Winter winked, "Don't need them yet."

Ruby sped across the deck with her amazing speed. Crescent Rose flashed. The sick steel blade cut the tip of a tendril. It snapped back and a second lunged forward. The mass hit Ruby in the back and knocked her onto the deck. The tendril rose, massive suckers appearing like demon eyes fixed on Ruby. The deck was slick with slime and salt water making it hard to rise. The squid swung its limb. A plume of ice erupted around Ruby. The slick flesh froze slowing enough to let Ruby roll away.

Weiss threw a pair of ice lances skewering the tentacle and pinning it to the deck. Ruby recovered and tore the limb in half. Blood and ash sprayed out of the twitching limb. Ruby swirled her scythe around the launcher creating a web of steel to fend off the attack. Weiss' glyphs made a shield of ice and snow. Frost crept along the deck making it harder to stand.

Ruby stumbled, "Weiss, ease up on the ice will you!"

Pyrrha slid over the frost and planted firm beside the launcher. Jaune followed close behind, slipping and falling then going head first into the weapon. He pulled himself up and took a slippery stance by Pyrrha.

"We've got this," said Jaune, his feet shuffling on the ice, "Go on to the next one."

"You sure?" said Ruby noticing him waver, "Looks like you're having some trouble."

"I've got him," said Pyrrha, "Sailors! Over here!"

Three men rushed from the rails to the launcher. Several tentacles slithered to the men. Pyrrha threw her shield forcing them back and bouncing from limb to limb. Jaune ran forward and slashed at the limbs as the crew prepared the launcher. Their swords lightly cut the suckers and flesh. The squid turned its attention from the crew and began attacking the novices.

As Jaune stabbed at the closest limb another slipped between his legs and grabbed him by the thigh. It swept him off his feet and bashed him against the deck. Jaune stabbed his sword into the deck. The squid pulled threatening to rip off his leg. Jaune swung his shield desperately. A flash of bronze. The grip relaxed and the black limb went into spasm.

"I've got you, Jaune," said Pyrrha flourishing her sword, "Let me help you up."

"Look out!"

Pyrrha was swept of her feet and pulled high into the air. She flailed her sword as she was swung around the deck. She reversed the grip of her sword but before she could attack a limb tip grabbed her wrist and pull her arm straight. Her arms and legs were trapped. The beast spread her legs and bound her arms behind her back. Slimy tentacles wrapped around her bosom and slithered between her legs. Pyrrha gasped and helplessly struggled as slime covered every part of her body. She was getting completely wet as the beast constricted around her soft body. She felt the smooth, slimy limb rubbing between her thighs, buttocks, and breasts. Her cries sounded more like moans. Higher and higher she was raised above the ship for everyone to see.

Jaune gripped his sword tightly but was unable to move to attack. He could only gawk as he watched the red haired maiden suffer an attack on every part of her body. It was a truly mortifyingly sick sigh but he couldn't look away. His face turned red as another limb wrapped around her face and poked at her mouth.

A single sharp snowflake whirled around Pyrrha turning the tentacles into mince. A second hovered beneath her feet and carried her down to the deck safely. Winter walked confidently toward them, surrounded by a blizzard.

Winter shook her head and sighed, "Jaune, I understand you're a young man but there are somethings we just can't allow."

"What are you –"

Winter wagged her finger, "I've been on the web long enough to know where this was going. Now launch those charges."

"Fire!"

The hedgehog launcher threw its payload ahead of the ship. Everyone braced for the explosion. The charges exploded creating a massive tower of water. The down pour soaked the ship. Large waves rocked the battleship and the hull gonged from the blast. The squid released its grip and slipped under the water.

"Get below deck!" ordered Winter, "Launch the submarine! Now, Torchwick!"

"Something isn't right," he muttered, "A blast like that shouldn't have…"

Torchwick's eyes widened. He grabbed Penny and pulled her to the deck.

"Torpedo in the water! Brace for impact!" shouted the captain.

A torpedo slammed into the side of the ship. Men were thrown off the side. Shrapnel erupted from the sea. Winter hit the deck hard, her snowflakes made a shield around her. Ruby and the others grabbed on the various ship parts. Pyrrha held on to Jaune while the slipped across the deck.

"Damage report!"

"Minor hull damage. Deploy counter measures!"

"Minor damage my ass!" shouted Jaune as he peered over the edge.

Jaune looked over the side. The hull was dented and charred black. A small hole let water rush in but it was small compared to the mass of the ship. Bulkheads slammed down preventing the water from spreading.

"How is this –"

"Nothing but the best is good enough for Schnee," Winter rolled her eyes, "And it was damn worth it apparently. Good thing you ignored my advice, daddy."

Another torpedo struck the other side of the ship.

"Counter measures! Counter measures goddammit!"

"Penny, stay close to me," said Torchwick.

Penny nodded as hundreds of small drones were thrown over the side. She released her swords and began sent them around the ship. The drones deployed small blasters and swam around the ship searching for torpedoes. Red flashes appeared in the water. The drones destroyed another torpedo far from the ship triggering another explosion.

Weiss smiled at the success, "Why are you hiding down there, Torchwick? We've got them on the run."

"No we don't," said Torchwick.

"Get to the submarine Torchwick," said Winter, "Seize the initiative and get the beast."

"Beasts," said Torchwick, "Did you forget? There's two of them."

As if on cue the sea snake burst out of the sea. Its mouth was filled with crushed drones and metal. Scars from the previous battle marred its bone armour and black flesh. A mighty roar deafened the crew of the Poseidon. The serpent charged and crashed its armoured head against the deck and chomped down on several unfortunate crew.

Nora blasted its beast with grenades. Small cannons fired desperately against the thick armour. The snake recoiled but the damage barely scratched him. The large turrets slowly turned to fire their massive ordnance. The squid jumped out of the water and wrapped the entire ship in its grasp. Tentacles wrapped around the large turrets and cannons preventing their turn. Sea grimm started leaping around the ship to keep the crew from attacking the giant brothers. The ship began to rock from the combined heavy pulls of the squid and the bashing of the serpent. The young hunters desperately tried to fight off the beasts. They stabbed and slashed and shot to little effect. Penny's swords slashed viciously at the limbs, hacking and slashing into the thick muscle and fibre. Winter's snowflakes flew around the ship freezing, lancing, and slicing into the thick bodies.

The two beasts turned their attention to Winter. The serpent snapped its furious jaw at the lady. She conjured another snowflake, thick as the ship's hull, and placed it in front of her. The beast drove its head into the summon and shattered the ice. Winter shielded her eyes as shards flew around her and cut into the fine silk of her suit. The squid swung its tentacle and threw Winter into the command tower. She bashed her head against the steel and the world became a blur. The serpent lunged forward ready to swallow the hunter.

A pillar of ice shot out from the deck hitting the serpent's jaw. Lances flew around the head pushing it back slightly. Ruby sped across the ship and carried Winter to safety.

"Thank you," Winter examined the situation, "We need to cut those tentacles then force the squid away. Ruby get ready to take Torchwick below to launch on a moment's notice."

"Right."

Ruby bolted away to Torchwick who had been hiding near the control tower with Penny.

"Torchwick, I know you hate me, but we've got to move. Everyone is dealing with the squid and we need to go."

Torchwick examined the battle space. Tentacles had immobilized the big guns. The serpent savagely ripped the small guns from the hull and threw crewmen into the sea to face a horrible fate by the coprions. Jaune and Pyrrha sliced apart the small tendrils but only made shallow cuts into the larger limbs. Nora's slow hammer couldn't land a hit on the snapping head and her grenades soared past the body and into the sea. Weiss and Winter struggled to hold their ground from the squid's omnidirectional attack.

"They won't make it," said Torchwick in monotone, "Shit."

"What are you talking about? We're doing fine."

"What did you say once? Don't jinx it," Torchwick glared, "Penny."

"Don't worry Torchwick, I'll protect you," said Penny rearranging her swords, "Nothing will get near us."

The serpent crashed its armoured head into the aft of the ship. It bit into the metal and tore a large chunk of armour from the engine room. White smoke poured out of the hole. Another torpedo hit the ship, ripping through the weakened armour. The engines died and plume of fire and smoke erupted from the aft. The explosion rocked the ship throwing people high into the air.

"Pyrrha!"

"Jaune!"

Pyrrha was thrown over the side desperately reaching for anything to grab on to. Winter send one of her summoned snows to catch her. The squid smashed it with its tentacle. Without hesitation Jaune dropped his sword and jumped over the side. He grabbed Pyrrha by the arm and pulled her in close.

"This was a bad idea," said Jaune looking into her eyes as they fell.

Pyrrha smiled softly, "It could have been worse."

Pyrrha wrapped her arms around Jaune, closed her eyes and embraced him. The cold abyss, swarming with sharks, awaited them, but these few moments would not be robbed from her.

"Oof!"

Pyrrha and Jaune hung from the side of the ship meters above the surface. They laughed when they saw the cord connecting Jaune's wrist to his sword. His blade had stopped between the rails and the cord had reached its maximum.

Jaune smiled and breathed a sigh of relief, "We'll have to thank Linda later."

"I'm so glad she made that modification," Pyrrha hugged Jaune tighter, "I knew you were qualified."

"What?"

Coprions leapt out of the water. Their buzz saw jaws clipping at the heels of the suspended hunters. Small arms fire and grenades fell around them keeping the grimm away.

"Stop flirting and get up here!" shouted Yang grabbing the cord.

"Faster please," said Ren as he shot at the grimm.

Pyrrha pressed the button on Jaune's wrist. The two ascended rapidly up the side of the ship with grimm leaping to rip them down. Pyrrha flew over the top and landed in combat stance ready to fend off the next assault. Jaune was less graceful and hit the deck face first.

Penny slashed at several tentacles that threatened to pull Torchwick and herself into the sea. The entourage of guards had scattered around the ship. Torchwick ducked as a coprion flew over him and smacked into the tower. Penny quickly turned it into steaks.

"Shit I was hoping it wouldn't come to this," muttered Torchwick.

"What are you talking about?" asked Penny.

Torchwick pulled her in and whispered, "Sic itur ad astra."

Penny's eyes dulled and glazed. The emerald green became a dark yellow amber. Her swords took on the same colour and split in half along the length.

"I shan't return to the stars," said Penny in trance, "My enemies still walk this earth."

"Please heaven above I hope she picks the right enemies," said Torchwick as stepped away from her.

Penny's eyes darted across the ship. Her many swords soared high into the air and formed a bright yellow halo above the vessel. Smaller swords and daggers emerged from her body and darted across the deck. The yellow glow of her weapons shone brighter and brighter become stars. Heat emanated from her blades making the air feel like a hot humid summer. Torchwick retreated behind the thick metal door and carefully watched the power he unleashed.

"Targets acquired," said Penny robotically, "Commence purge."

High intensity beams shot out of the halo showering the sea in a rain of fire. The bolts cut through metal and steel as if it were butter. Tentacles were completely severed, the wounds cauterizing before they could bleed. The soaring swords sliced through the leaping coprions and retreating limbs. The ship seemed to be surrounded by shooting stars of destruction. The assault bored holes into the great serpent's thick armour tearing away chunks and plates. Heavy wounds ruptured along its exposed flesh. The surface of the sea bubbled and boiled. A cloud of steam turned to thick fog. The giants retreated into the depths as divine fire rained from above.

"Main targets withdrawn, unable to pursue. Seeking secondary targets. Target acquired, previous enemy identified: Winter Schnee."

"Got to stop her," said Torchwick to himself.

Torchwick bolted out of his hiding spot. Penny's swords fixed on Winter and her summoned snows. Winter stood firm and accepted the challenge by conjuring more pets. The swords and snows circled each other. Winter drew a glyph around her. Cold winds whipped around her. Penny's swords charged their blasts.

"I'm not holding back," warned Winter, "Stand down and you won't be harmed."

"Attack pattern identified. Counter formation."

"So be it."

The two warriors lowered their stance and prepared to end this duel in the first strike. A pin drop would be enough to set them off. Torchwick jumped ontoPenny, wrapped her arms around her and buried her face in his chest.

He whispered, "Post tenebras speo lucem."

"Let my light shine," Penny blinked.

The dull glaze over her eyes disappeared and they returned to their natural colour. Her swords retracted into her back and lost their hot glow. Penny looked around as though she just woke from a dream. A flash of concern and worry.

"What happened?" she asked, "What's going on?"

"You did good girl," said Torchwick, "You pushed them off."

"Torchwick, you have some explaining to do," said Winter.

"Perhaps later," Torchwick walking toward the hold, "We have to launch immediately. Unless, of course, you want another close fight."

"RWBY get going," ordered Winter, "JNPR, Penny with me. Crew! Get your asses back to battle stations! No gawking! Move!"

Torchwick rushed down the into the hold with RWBY. He grabbed the controls and lowered the submarine into the ocean waters. Ruby and the others put on the cumbersome diving suits and secured their weapons. Torchwick jumped into the submarine and powered up the systems.

"Hello? Hello? Can everyone hear me?" asked Ruby.

"Coming in five by five," said Torchwick, "No hurry up and grab on we've no time to waste."

RWBY grabbed on to the turtle's shell and plunged into the cold sea. The suit's lights turned on immediately. Coprions and barracuda swarmed around the bottom of the ship. A low resonant song hummed in the waves. Ash and blood made a dense fog beneath the surface. The giant squid with its hundred tentacles patiently waited for the notes to sound the attack. The serpent swam around the ship shrieking in the water. Its deep cauterized wounds oozed blood.

"Ruby, we have to get aboard the submarine," said Blake.

"Right," said Ruby.

"Hmm… and what's aboard that submarine, I wonder," grinned Torchwick, "Be a shame if I just sank it."

"You're listening?!"

"Of course. All of our radios are linked. Seriouslym I didn't think you'd be this dense."

"Whatever," said Blake, "Just get us close to the submarine to we can board it."

Torchwick laughed, "Absolutely not. I'm here to kill it and everything else under the water. I'm not getting paid to chaperone you on your next adventure."

"You're getting us on that sub," said Blake harshly, "Or you're going swimming without us."

"And if I so happen to sink your ship and all your friends on it will soon join me. So, what do you say?"

"We'll figure it out as we go, Blake," said Weiss, "Priority one is taking care of those giants."

The ocean screamed with a series of high pitched notes slurring together. The serpent roared and burst through the surface and began its attack anew. The squid joined the attack with only a few of its long limbs. The remaining tentacles remained in the deep sweeping for something.

"Crap," said Torchwick, "Hey, it's time to earn your paycheque!"

Torchwick turned the submarine toward the serpent away from the swarm of grimm.

The coprions and barracudas split into four swarms and swam around the little troop. Ruby and the others tethered on to the submarine and prepare their weapons. Weiss drew runes and glyphs along the hull of the turtle. Blake switched to her sword and kunai combination, remembering how her pistols were ineffective underwater. Yang seemed to get the short end of the stick with her doused flaming fists against agile creatures of the sea.

The barracuda surged toward the turtle turning their formation into a large cube. Their jaws unhinged revealing rows of dagger teeth. Wide red eyes fixed on the small pieces of meat around the shell. The battery charged with demonic speed. Yang threw her fists around, her bracelets releasing little puffs of dying flames. Blake slashed with her blades. The barracudas expertly swam around the attacks and dug their jaws into the arms of the suit. Torchwick's armoured suit didn't break but the sharp teeth dug deep. The grimm thrashed and pulled jerking the girls in every direction. Yang pummelled her free fist into the attacker. When she beat him off another immediately took his place.

"Yang, Blake! Put your arms up!"

Crescent Rose swept in an upward arc cutting through the grimm around Blake and Yang. The swarm dispersed and fled from the hunter's steel. Crescent Rose proudly claimed swaths of grim. Ruby smiled at her small victory.

"I'll take care of the small ones," said Ruby, "You can have the big ones."

"Seems like an unfair trade to me," said Blake.

Yang pounded her fists, "Sounds fine to me."

The battery reformed and charged the group again. Ruby swung her scythe and a furious whirlwind. She sliced a few of the grimm while the battery exploded around her, far too many for one person to handle. Barracuda slipped around her and Crescent Rose. The swarm dug their teeth into Ruby and pulled in every direction. Ruby tried to swing her scythe but the many fish clamping on her arm would not allow it. The swarm moved with a single mind and a single purpose. The battery split and attacked Yang and Blake as they did before. Coprions began their assault while the three were hindered. The circular jaws and razor sharp teeth would tear through them.

"Well this a fiasco," said Torchwick, trapped in his little submarine, "Hey, any brilliant ideas, little Schnee?"

"Shut up," Weiss pulled in her sword, "I have one."

Weiss' glyphs flashed and released a heavy cloud of frost and cold. Ice crystals jabbed into the sides of the grimm. Weiss concentrated and quickly drew with her finger. Small glyphs formed around the prices of the crystals. The grimm slowed from the frost giving the girls a chance to breathe. Yang started pulling off her attackers. The large coprions remained undeterred in their long charge to the submarine. Their jaws whirred and spun, ready to cut into the thin metal shell.

Weiss snapped her fingers. Small lances fired out of the shards and ran through the bodies of the grimm. The beasts were skewered by thousands of angry needles as long as their body. They were more like puffer fish then grimm when Weiss cast her little spell. Red eyes turned to coal and the bodies went limp. Ash and blood trailed behind the bodies as they floated to the surface. A cold sweat ran down Weiss' body. She panted heavily as the colour returned to her skin. Her head pulsed, sound dulled, and the world was a blur for only a moment.

"Nice one!"

"Don't stand there! Get the next wave!" yelled Weiss, pointing to the next attack.

The frenzy of coprions fell from above. Ruby and Yang smiled at the coming challenge. Yang jumped from the turtle and punched the grimm in the long nose. Bone armour cracked and the grimm retreated in immense pain. Blake threw her kunai and wrapped it around the shark's tail. Like an expert fisherman she reeled in the beast and drove her sword between the plates. Crescent Rose made quick work of the first wave of sharks.

The sea boomed with a deep horn like sound emanating from far below. The giant squid growled and extended several of its smaller tentacles. The limbs threatened the submarine, thrashing and swiping at the small vessel. White suckers puckered trying to grip the craft. Ruby and the others slashed and stabbed at the limbs barely keeping the heavy masses at bay. Torchwick pushed the turtle to maximum power and attempted to flee. The tethers yanked on their waists. Gasps of air escaped their lungs forcefully.

The turtle rocked and glided around the squids attack. Wide sweeping attacks churned the water and jerked the team in every direction and turned upside down and right side up and sideways whenever it pleased. It was a struggle to get back into position and even more difficult to orientate oneself. Up was down and right was left in a place where gravity had little meaning and where the horizon was nowhere to be found. The coprions and barracudas had no problems in the tumultuous underwater waves. They glided between the swipes and rode the current naturally. RWBY fended them off with panicked attacks and Weiss clouds of frost.

The squid growled and swung its mighty limb. A glancing blow smashed into the side of the turtle sending it spinning. Torchwick hit his head against the cockpit's glass. RWBY was pulled in every direction, spinning and tumbling, losing every sense of orientation. Fin and flipper struggled to stabilize the spin. Torchiwick regulated the power of the engines to stop the tumbling. A pair of coprions attacked. Massive jaws bit into the metal front fins. The grimm pair jerked the little submarine tearing the steel fins. Ruby slashed her scythe but the rapid motions threw off her aim. Crescent Rose slashed wide, fell short, or glanced off the submarine's steel. Yang thrashed about helplessly, her limbs flailing around from the unending motions. Weiss' conjured her glyphs on any surface she could manage but as the spell reached its zenith the glyph faded away. The constant motion made it impossible to concentrate on activating so many runes.

"TO HELL WITH IT!"

Torchwick hit the console. The fins fired off the side of the submarine and dragged the coprions with them. The force of the ejection stopped the spin and he took the chance to punch it to full power. The little turtle surged forward dragging the huntresses behind it. The grimm were catching up and the squid was rearing for another more devastating swipe. Torchwick activated another set of buttons. The tethers were released from the shell with small bursts. The turtle sped away faster without the extra weight finally able to escape the grimm.

"Torchwick, what the hell?"

"You're slowing me down," he replied, "It'll be better if you just serve as bait."

"You son of a –"

"Ruby look out!"

The serpent attacked the keel of the hull with its armoured plates. Sparks flew from impact. The high quality alloy tore open and the water gushed in. The giant grim slithered to the other side of the ship and burst through the surface to harass the crew as they scrambled to make repairs.

Torchwick slipped the turtle between the ship and the serpent. A pair of lance charges poked out of the shell. The lances jumped out and charged. The heavy pointed tip stabbed into the armoured plates. A hot red glow bored through the bone. The lance fired with all its might. The large tip blasted a hole in the armour and jammed its shaft into the soft body and buried itself deep into the body. The shaft shone with multiple explosive charges. Explosions ripped from the inside out hurling flesh and bone and blood into the ocean. Torchwick coasted along the length of the beast and fired off two more lance pairs. The beast recoiled as a large chunk of its body was ripped out of its side. The serpent fell back into the sea with a great splash.

The serpent turned and fixed its evil eyes on the little submarine. It roared making the water swirl. The beast charged, its gaping maw with rows of sword-blade teeth rushing to swallow the meagre meal. The sharp head of the beast hit the bottom of the submarine slicing through the belly and damaging the pair of torpedoes beneath. Torchwick veered to the side and narrowly dodged the attack. The turtle flipped over to face its shell against the body of the beast. Every section detached and flew toward the body.

The shaped charges attached to the thickest parts of the armour. Several small lance mines jabbed from the charges and into the beast.

"What are you waiting for?! It's right below you!" shouted Torchwick over the radio, "Fire your damn charges!"

The turtle's shaped charges exploded ripping off the armour. Lance mines bored deeply into the soft flesh and ripped. The beast screamed. He turned on a dime and bit hard. Its large teeth went straight through the side of the turtle puncturing the reserve air tanks. Depth charges splashed into the water and surrounded the serpent and turtle. Torchwick's eyes widened as the charges fell just before him. He pressed every button, pulled every lever, and adjusted the pedals in a horrible panic to try and escape before the blasts. The serpent was fixed on its prey and chomped again. Water sprayed into the main compartment from cracks and holes.

The depth charges turned red and sprouted a dozen lance mines, Torchwick's recommended modification.

"Shit."

The charges exploded with a calamitous boom. The water burst shattering armour and metal at such a close range. The bone armour of the grimm buckled and burst into a thousand shards. The keel of Poseidon buckled, its strange new metal alloy hull withstood most of the blunt barrage. The hundred lances skewered the serpent all along the length and through the skull mask. Barbs shot out of the lances and pulled the lances deeper into the body. Everything fired at once. Thousands of small explosions shredded the beast's insides.

The serpent writhed and convulsed as the explosions tore him apart. He roared in defiance. Dying flames from the blasts escaped out of his throat and nose. The great skull mask shattered into dust. Red demonic eyes turned black as coal before disintegrating. On the surface it looked as though the giant had only suffered minor wounds, cuts and slashes that would become battle scars but the body was limp. Smoke and ash drifted from body as it slowly rose to the surface, lifeless.

The small turtle submarine was nowhere to be found. Shredded metal, a pair of severely damaged torpedoes, and leaking oxygen tanks were all that remained.

"WHOA!"

The force of the depth charges pushed RWBY and the smaller grimm up toward the surface. When they broke they found themselves hurdled high into the air amid a cloud spray of water several meters high. Poesidon had suffered damage all along the length of the hull and the deck was in tatters from the assault. RWBY splashed back into the sea and quickly swam to the surface.

"Fish them out! Fish them out!" ordered Winter.

Life preservers flew over the side of the ship and into Ruby's arms.

"Way to go!" cheered Jaune as he pulled them in, "We got them! We got them!"

"The squid is still there!" shouted Weiss.

"What?"

"The squid is still there!"

The great beast jumped out of the water and entangled its limbs around the ship. Winter and JNPR quickly regrouped and began a counter attack. The beast had a tight grip and wouldn't release no matter how fierce the onslaught. The main cannon turrets were stuck in a fixed position from the serpent's attack but the crew fired the cannons anyway. Heavy shell fell around the ship trying to score lucky hits when the beast and its limbs went past. Smaller cannons turned and fired doing significant damage. The squid would have none of its and quickly smashed the cannons and crew.

"Where's Torchwick?" demanded Winter as she pulled Weiss aboard, "He was supposed to kill this thing!"

"He's gone as far as we can tell. Depth charges destroyed his sub."

"Did you get the White Fang sub at least?"

"No, we couldn't get close."

The White Fang submarine burst out of the water like a large whale. A pair of large holes scarred the long hull. The edges of the breach were slightly melted and hundreds of smaller punctures surrounded the main holes. The internal compartments were crushed horribly by the pressure. Bodies, if there were any, were lost beneath the piles of shattered metal, plastics, and glass, and completely indistinguishable.

"Boarding action! Boarding action!" shouted Weiss, "Weiss, take your team and stop whatever is controlling this squid. And if anyone gets in your way..."

"I'll handle it. Let's go girls!"

RWBY jumped back into the grimm infested waters and swam toward the submarine. Marines boarded patrol boats and sailed out of the front of the ship. Covering fire from the ship and Winter's summons kept the coprions at bay. JNPR focused its efforts on the squid and keeping its limbs from attacking the other turrets.

White Fang operatives rushed onto the deck with small arms and manned the deck gun. The deck gun fired shaking the small hull. Poseidon took the hit on the command tower. Supporting scaffolding buckled and broke but the tower stood strong. Ruby was the first on the submarine. Ruby flashed Crescent Rose and sliced the barrel of the gun. White Fang crew fixed their small arms on her back.

"HIYA!"

Yang jumped onto the deck and punched the White Fang. The force of her flaming fists flung them high into the air and out to sea. Unfortunate Faunus fell into the water and were quickly consumed by the ravenous grimm.

"Yang, Ruby, we'll take the bridge and shut down the signals," ordered Weiss, "Blake, find Sun and get him out of here."

"Right!"

RWBY slid down the tower ladder and entered the bowels of the sub. Marines followed close behind. Firefights erupted down every corner and hallway. Bullets sparked off metal walls and burst pipes. Steam and coolant smoke poured into the submarine. Yang and Weiss excelled in the tight quarters with their compact weapons. Ruby was at a disadvantage with her long reach scythe but she refused to be useless. She put the long blade behind her and with her astonishing speed ran down the halls knocking down and slicing through the White Fang in her way.

"Gotta find Sun, gotta find Sun," Blake muttered to herself as she fought through the vessel, "Sun! Sun!"

"A Faunus!" pointed a White Fang, "She one of us?"

"No! Open fire!"

"Forget her. Set those scuttling charges!"

Blake leaped into the middle of the group and whipped her sword around her. The White Fang hit the ground before they knew what happened. Blake grabbed the nearest crewman and pressed her pistol against his head.

"Where's Sun?" she demanded, "Where's Sun?"

"W-w-who?"

"Sun Wukong! Money Faunus with blonde spikey hair," she shook him, "Where is he?"

"Engine room, with the other damn grease monkies," the White Fang giggled, "No pun intended."

BANG! BANG!

One of the other men picked up his gun and fired at Blake. Bullets sparked against the wall. Blake rolled away and ran off to the engine room, shooting to cover her retreat.

"You idiot, why did you tell her that?"

"Does it matter? She won't make it when the charges blow."

Blake burst into the engine room with guns blazing. Engineers and other crew returned fire pinning her down near the entrance. Blake peered around the corner of equipment. Four muzzle flashes kept her pinned. Pipes and exposed wires and lights covered the area around a massive turbine and engine. Gauges and levers protruded out of every mechanism and the place smelled of piss, sweat, and diesel. Two guns ceased fire. The sounds of footsteps mingled beneath the overbearing sound of the engine.

"Okay, easy," said Blake.

"Go! Take her flank!" barked an engineer.

Two crewmen ran around the corner and opened fire recklessly. Blake didn't have a moment to respond as bullets riddled the side of her body from head to toe. Pipes burst around her releasing clouds of steam and smoke. The White Fang smiled at their easy victory. Blake's body, bullet ridden, seemed to be made of stone and earth. She was slowly crumbling away into sand as the White Fang stepped forward to confirm she was dead.

"What the?"

A pair of black blades slashed across their backs. The two men fell to the ground bleeding profusely. Blake quickly turned her falchions into pistols and shot out the lights. She lassoed the machinations above her and swung to where the last two were hiding. She kicked the first one in the jaw as she swung then slashed across the chest of the other in a graceful following motion. The one she kicked scrambled to pick up his gun. She fired a shot and deterred him from going further.

"Where's Sun?" she demanded as she punched him across the face.

The white mask cracked and flew across the deck. Sun glared back at Blake with sunken, dull, brown eyes. Blake recoiled and stepped back.

"Sun, I'm sorry. I didn't know –"

Sun jumped and kicked with both of his legs. He flipped himself upright and raised his fists. The long monkey tail floated behind him. Sun threw a hard left cross. Blake blocked the attack and tried to calm him. Before she could say another word Sun followed with a right jab and clocked Blake.

"Sun, what the hell are you doing? It's me, Blake!"

Her words seemed to fall on deaf ears. Sun continued his unarmed assault throwing flurries of punches and kicks. His long golden tail wrapped around Blake's arm and pulled her into another attack. Blake went with the flow and jumped over Sun's punch. She grabbed his head and pulled him down as she descended.

Blake raised her fist, "Fine, we'll do this the hard way."

Ice and fire soared down the narrow corridor and burned the White Fang defenders. Ruby blitzed past the small troop and went straight into the bridge. Crescent Rose swirled around her hacking apart the periscope, computers and consoles, and naval equipment. Yang and Weiss burst into the room with the marines securing the exit behind them. The White Fang lay dead or unconscious on the equipment. Weiss pulled one off the console and examined the data on the screen.

"One of these has to be feeding signals to the grimm. Find it and shut it off."

Yang stared blankly at the consoles, "Uhhh... How do we tell which one it is?"

"I don't know," said Weiss, "But you'll know it when you see it."

"Right… Hey Ruby…"

Ruby winked at Yang, "Yeah I get what you mean."

Yang let out a cry and began throwing fire and fist in every direction. Ruby followed her elder sister and smashed Crescent Rose into every electronic in the bridge. Sparks and shrapnel flew around the room. Alarms and warnings blared from down every speaker and console. The high pitched song controlling the squid still resounded. The incessant sirens made Ruby and Yang more ferocious in their attacks to silence the cacophony.

BOOM!

The submarine shook violently. Fire ran down the halls. Pipes exploded and a water rushed into a major breach.

Yang put up her hands, "It wasn't me."

"They're scuttling the ship!" hollered a marine, "Abandon the ship! Move it men!"

"Dammit!" Weiss smashed her hands on the console.

The demonic song went silent as did every other alarm in the ship. The power shut down leaving only the red emergency lights.

"Well that worked," said Ruby, "Now get off the ship!"

"What about Blake?" shouted Yang.

"We'll have to trust she got Sun out by now," said Weiss, "Marines, abandon ship!"

Sun shook his head and blinked. A dense fog had been lifted from his mind. The last thing he remembered was putting on his pair of ear pieces when he got the order. Then there was a long soothing song that was plagued by a high screeching pitch but oddly hypnotic. Sun glanced up and saw a black blade falling on him.

"WHOA!"

Sun side stepped the strike. Blake retracted her arm and tried to elbow him. Sun caught her arm and pushed it aside.

"Blake? Blake! It's me, Sun!" he called, "What are you doing here?"

"What are you talking about? We're the ship you're attacking," said Blake.

Another explosion rattled the ship. The engines and mechanics burst. Fire broke out a water rushed into the compartment. Blake smoke mixed with salty spray. Heat from the fire and engines turned water into steam, its final gasps of life as the sea took its prize.

"We got to get out of here. Sun what's the fastest way?"

"Same one as last time, the diving room. This way."

Another explosion wracked the vessel. White Fang crewmen ran down the corridors shouting and hollering. They didn't care about the marines that boarded their vessel. Small arms fire ceased as water swallowed the submarine. Blake and Sun pushed past the fleeing Faunus.

"Look out!"

Sun knocked Blake to the floor. The outer hull and bulkheads ripped open in a spray of water and metal. A black tentacle slithered into the hallway and grabbed onto the interior. Its massive suckers fixing onto the steel. The beast ripped out the wall letting the water flow deeper into the vessel.

"We have to hurry," said Blake, struggling to stand up against the flowing water.

"Right, its real close now."

The diving room was half filled with water. A pair of suits remained on the rack. Blake grabbed one and slipped into the west suit. She turned the helmet around. The glass was shattered and air tubes ripped.

"Blake, take the last suit. I'll find another way off."

"No, we're going together."

"I'll be fine. Go!"

BOOM!

The hallway outside the room completely collapsed. The door was blocked by mounds of debris and sparking electronics. Flammable liquids mixed with salt water as it filled the room. Sun smashed the glass of the helmet and pulled out the breathing apparatus. He snatched Blake's sword and cut the metal helmet away.

"What are you doing?

"How long can you hold your breath?" asked Sun.

"About a minute, why?"

"Start the clock."

Sun grabbed Blake by the waist and dove into the sea. Blake gasped as she hit the water. Sun wrapped around her and swam toward the end of the hull. Bullets and metal rained around them as the submarine was dragged under. Blake held on to Sun tighter as she reached her limit. Air screamed to be released, threatening to burst out of her lungs. Blake released her breath.

"Mmph!"

Sun quickly put the mouthpiece in. Precious air entered her lungs. The relief was heavenly. Sun winked and continued to swim toward the surface. The two shared air as they fled the sinking hulk. The great squid ignored the fleeing crew. Its beak mouth snapped at the remaining hulk. Coprion and barracuda grimm abandoned their prey and fell back into the depths.

Sun and Blake broke through the surface and took in the fresh sea air. Small boats surrounded Poseidon carrying back the boarding parties. Poseidon herself was erupting with cheers and shouts as the grimm retreated. A patrol boat sailed up alongside Blake and Sun and plucked them from the water.

"Thank God you made it off," said Yang hugging Blake, "You doing alright?"

"Just fine," said Blake.

"I've been better," admitted Sun, "Thanks for getting off there."

Yang coughed and giggled.

"Not that way, pervert."

"RWBY come in, come in RWBY, over," said Winter's voice over the boat's radio.

"RWBY here, over," said Winter.

"Sonar is clear. Looks like the sub is completely destroyed and the squid with it, over. Come on back," said Winter, "We're going to have a big party."