Ruby was staring at her gauntlets again, flexing her fingers experimentally. It felt a little strange, having armour that covered them from head to toe (well, neck to toe, considering that they had no helmets) with nearly no gaps in the armour plating to speak of; fitted so well that they might as well be a second skin, if not for its weight. The hydraulic joints of the Titan Armour did take much of the weight off its wearer, but the scythe-wielder still found it stiff and cumbersome to wear. She knew that Weiss hated wearing it as much as she did, but the armour's ability to absorb incoming fire was second to none.

A hand rested itself on her shoulder. "Something on your mind?" Weiss asked.

"No...well, yes, sort of..." Ruby mumbled, scratching her head, "I...I'd like us all to get back safely after the mission. I mean, I've led missions before, but that's only us. You know, Team RWBY. With Aura to protect us from any Grimm. This...this is different. I'm actually a bit scared. Not for me, but for...you know, everyone else,"

Weiss gave her shoulder a reassuring squeeze. "You'll do just fine. I'm certain of it. I mean, I'll be helping you command, and I can't possibly be wrong, can I?"

On the other side of the ship, Blake and Yang snorted and coughed, rolling their eyes. "Hey, what's so funny, you- mmph!"

"The past is in the past. Right guys?" Ruby interrupted her, clamping a hand over Weiss' mouth. "Let's just get this done and go home together. Then we can have some drinks together! Who's with me?"

The three members of Strike Three looked at each other and shrugged their shoulders, confused as to what their temporary leader was trying to say. One of them eventually gave an uncertain thumbs-up, even as the rest of Strike Six (minus Weiss) cheered enthusiastically. A short cough from the cockpit of their Skyranger, however, halted their pre-mission antics.

"Heads up, Strike Three and Strike Six. We're approaching the site of the alien base," Big Sky said. The transport's engines were slowing down to a low whine, and they could feel that they were rapidly descending. "Your orders are to eliminate all hostiles on the site, and capture the alien leadership alive if possible. Avoid destroying as much of the base as you can; Central believes that there might be a significant amount of salvage inside. You are advised that we have very limited intel on the number of enemies present inside the alien base, but you may safely assume that there is a very large number of hostiles,"

"Well, isn't that just reassuring," Weiss commented sarcastically, once Ruby had lifted her hand from over her mouth.

"If it's any comfort to you, I'm having a real fun time trying to stop this bird from smashing into a rock formation. Hard to fly when you're in a cavern, you know," Big Sky shot back, "Anyway, doesn't look like there's enough room for me to land. Ropes are coming out; grab onto them and get down on the ground. Good luck, Strike Three, Strike Six,"

The ramp of the Skyranger lowered, allowing the assembled squad to have their first glances of the alien base. Given the pinprick of light far above them, the base must have been hundreds of metres below ground; and even then, the base itself was still quite some distance below. Even the Skyranger's rappelling lines almost didn't reach the floor of the alien base's landing pad, where a powered-down alien scout craft sat.

"Alright. It looks like we haven't been spotted yet. Let's keep it that way," Ruby whispered to the team as each member landed on the metal landing pad, "Blake, can you see if there are any aliens inside this ship?"

The cat faunus nodded and took off, causing Ruby to feel a pang of jealousy that Blake had been allowed to use a set of Archangel Armour instead of the Titan, as she had successfully argued with Bradford that as a scout, she needed mobility more than protection to be effective. That jetpack looked like it would be a lot of fun to use, not to mention useful in itself.

"Looks like it's empty," Blake said, emerging from the main ramp of the ship after half a minute.

"Alright. So at least we have a ship to escape on, if we really need to. I mean, one of you guys can pilot a ship, right...?"

Silence met her ears, and she sighed. "Never mind. Let's stay focused. Blake, you're up at the front again. If you hear or see anything, let us know. Yang, follow Blake!"

"On it, sis!" the blonde called out, stomping after the cat faunus. It was a good thing that the stealthy ninja of Team RWBY was much faster than the blonde brawler. After all, sneaking around was nearly impossible with a tail whose footsteps were capable of drowning out industrial machinery.

As they advanced into the alien base, Ruby could not help but examine their surroundings. Unlike the rigid, angular lines of the XCOM base, there didn't appear to be a single sharp corner anywhere in the alien base. As though it had been formed like an organic creature, or a sculpture, rather than something that had been constructed from hard metals. There was also a constant thrumming in the entire base, from all the power conduits that seemed to be running in the walls. Eventually, they came to an intersection.

Ramps on both sides led upwards on their left and right, while a tall wall blocked all vision on their front. Without another word, Blake threw Gambol Shroud at the ceiling and hoisted herself up, landing gracefully on top of the wall.

"What's up ahead, Blake?"

"It's a large open space. Two floors. Lots of...pods...filled with green stuff. I hear...scratching," Blake murmured. She shuddered as she remembered what the sound was. "There are some chryssalids around. I can't tell exactly where they are, but they sound fairly close. Three sectoids in the open, out in the middle; and there's a couple of mutons on the other side,"

"That's a lot of targets. Awesome!" Ruby whispered back over comms as she loaded an Elerium cartridge into Crescent Rose, "How about cover? How much can we use?"

"Plenty up on top, not so much down there. It shouldn't be too hard to drop the aliens,"

"Great. So, let's do this. Strike Three, I'll need you guys to find some cover on the right. Stay hidden for now. Yang, Weiss, and I will go to the left. Blake, you stay up there and let us know if you see anything coming,"

"Copy that, strike leader. Moving,"

They quietly crept up their respective ramps and took cover behind some large power conduits. The aliens still hadn't noticed anything; Ruby lifted up Crescent Rose, taking aim at the muton on the far side of the large room.

"Strike Three, you guys need to pick out a sectoid each and take aim. Blake, Yang, Weiss; you guys need to watch out for anything that might come out. Are we ready?"

"Yes, ma'am – I mean, Reaper!"

Ruby sighed as she heard the response from 3-3. It always made her feel old to hear that. Regardless, she counted down under her breath.

"5..."

"4..."

"3..."

"2..."

"1...FIRE!"

The last word was screamed out; just as the sectoids turned around to look at the source of the sound, a hailstorm of hypersonic tungsten shards tore through their skulls, slaying them instantly. Crescent Rose fired a powerful beam of plasma across the hall, vaporising one muton on a chest impact and collapsing the gateway behind the mutons. A snap-shot adjustment later, and the second muton likewise turned into a cloud of ash.

"Yes!" Ruby cheered. Momentarily forgetting about the modifications that she had made to her weapon, she placed a hand to its barrel, only to flinch as the searing heat of the glowing red cooling sleeve almost burned through her glove. "Ow. Okay, I can't fire for about a minute. Crescent Rose is overheated,"

"3-3, watch out on your right!" Blake yelled, her ears twitching in the direction in which the scratching noises were getting louder. She looked upwards; her faunus nightvision allowed her to see a large man-sized ventilation duct in the ceiling – and a trail of sharp indents where blade-like feet had once dented it. With a creak and a groan, one of the panels of the ventilation duct crashed to the ground; three large chryssalids leaped down onto the upper floor of the room, right beside 3-3.

"I'm being flanked!" she yelled. One of the chryssalids immediately leaped at her, striking for her neck. As luck would have it, the chryssalid stumbled on the smooth metal floor, and its claw just scratched the collar of her armour. Immediately, the ceramic plate began to dissolve with a loud hiss, ejecting copious amounts of acrid black smoke. Before it could deliver another strike, a large force glyph materialised in front of 3-3; when the chryssalid struck the glyph, the creature was hurled backwards, smashing it against a wall and breaking its neck.

"Insect paste, coming right up!" Yang shouted, dashing across the room and propelling herself forward with a backwards shot of her gauntlets. The chryssalids shrieked in confusion when a flying blonde smashed its claw with a shotgun gauntlet, the miniature high explosive shell severing it completely. An uppercut delivered to its mandible sealed its fate, sending bits of chryssalid skull and brains high into the air.

The last chryssalid shrieked in fury and rushed at an unwary Yang with incredible speed. Blake, seeing her partner about to be struck down, hurled Gambol Shroud's sheath at the rushing alien. The single moment of hesitation caused by the heavy sheath shattering the metal floor in front of it gave Blake enough time to empty an entire magazine into the chryssalid. Crippled and bleeding, it gave one last pitiful wail before collapsing to the ground; one claw only inches away from Yang's boots.

"Damn, that was close," Yang whistled, picking up Gambol Shroud's sheath and tossing it to the cat faunus approaching her.

"Don't lose track of your surroundings, Yang. I don't want to be down a partner when we get back to Beacon," Blake said, shaking her head.

"Whatever. You had it anyway, didn't you?" the blonde shrugged, "Anyway, I wonder what's in those green tubes below,"

"Hmm. Good point. Hey, Blake, seeing as you can easily go up and down, you mind checking out what's in them?"

"Sure,"

The cat faunus vaulted over the edge of the second floor balcony, landing neatly on the ground floor. Holding up Gambol Shroud in its pistol form, she approached the nearest green-filled pod. What she saw inside made her gasp in shock.

There, inside the pod and floating inside the green fluid, was a familiar redhead. Floating serenely, as though she were simply sleeping while submerged.

"Pyrrha...?" she murmured, shaking her head. Did the aliens take others from Remnant too?

Glancing around, she noticed that there were three other pods that appeared to be filled. There was Nora in the one beside Pyrrha; and then Ren, and then Jaune. "Ruby...you might want to call Central about this. It looks like we've stumbled on Team JNPR, but I don't know what the aliens are doing to them,"

"6-3, you do not need to do that. We can see through your armour's built-in video feed," Bradford said through her earpiece, "Am I correct in assuming that you know who these abductees are?"

Blake nodded. "Yes. These are members of Team JNPR, from the same combat academy that Team RWBY – Strike Six, sorry – came from,"

"I see. I will order Big Sky to return to base and come back with some engineers to have them extracted from the alien base. For now, your current mission still stands. Central out,"

A moment of silence passed as Ruby thought about what she wanted to do. Her heart screamed out that she needed to break her friends out of the pods; but a part of her insisted that the mission had to go on. Eventually, she decided that completing the mission took priority. After all, once the base was cleared, they could rescue their friends at any time.

"Alright, people. Let's keep moving! Show these aliens who's boss!" she cried out, pointing at the smashed doorway on the other side of the room. Blake, ever perceptive, moved to the front of the group and crept along the wall, listening for any enemies in hiding. The tunnels ahead were wider than before, but no less dark. If anything, the dim green lights on the side of the floor did little to illuminate the path ahead.

"Wait, I hear something," Blake whispered, freezing mid-stride. "Footsteps...big, heavy footsteps. Coming this way,"

"Strike Three, overwatch! Yang, Blake, go together and move up slowly,"

Blake nodded stoically, pressing herself against the tunnel wall as she continued creeping forward. There was a glowing door on the far side of the corridor. When Yang and Blake approached closer, the shimmering force field covering it dispersed, revealing a group of nine mutons marching down the narrow corridor. There was also a strange mech behind it; thickly armoured, with two menacing cannon pods on the sides and what looked like a chin-mounted minigun on its front. Its six red eyes were scanning left and right for intruders, narrowly missing Blake as she dived behind a low wall.

Ruby took another look at the corridor. It was narrow, and there was almost no cover in it. If they fought here, they had no cover; and given the mutons' durability and heavy weaponry, they would be very rapidly overwhelmed by numbers and firepower. Not to mention the unknown mech behind the lumbering aliens. They were, however, rather closely clustered in the tight confines of the corridor...

"Blake. Yang. You guys got grenades?" she whispered. Both of the girls looked back and nodded, detaching alien plasma grenades from their belts. "3-4, get your rocket out. On the count of 5, fire it. Blake, Yang, you guys get ready to throw the grenades just before the rocket hits,"

"5..."

"4..."

"3..."

Blake and Yang both nodded and pressed the arming trigger on the grenades.

"2..."

"1...FIRE~!"

"Suck on this!" yelled 3-4 gleefully, firing a large yellow rocket into the group of aliens, just as Blake and Yang threw the grenades as hard as they could into the centre of the enemy formation. Green plasma mixed with shrapnel blasted out from the centre of the formation, shredding the mutons into bloody chunks and sending a thick cloud of bloody dust into the air. "Yeah!"

Ruby and Weiss retched at the sight of the gruesome spectacle, but otherwise kept their breakfasts in. Blake and Yang, having ducked at the moment of the explosion, were spared the worst of it; but Blake heard something that made her blood turn to ice.

A metallic click and a whirring noise.

"GET DOWN!" she yelled at Ruby and the rest of Strike Three, right before she threw herself to the floor behind her previous cover. A torrent of plasma rounds ripped through the air with a dull whine through the dust cloud, saturating the entire corridor in a storm of green death. When the barrage stopped, she peeked up to see what it was that fired at them.

The squat mech – or rather, the tall mech, given how its legs had extended and how it was towering nearly all the way to the ceiling – had its plasma rotary cannon spooled up. A single red laser mounted on the side of the cannon was pointed back at the XCOM team.

Specifically, at what remained of 3-4. The rocketeer had not been able to dive behind cover in time, and he was now simply staring blankly at his legs while shivering uncontrollably. Or more properly, the stumps of his legs, severed below his knees.

"Evac! We need an evac! Now, damn it, NOW!" he screamed, trying to claw his way back into cover. Something which the mech in front of them was not willing to allow, given how the red laser beam was tracking the crippled man.

"Yang! Bumblebee!"

"There's not enough room for that, you dolt! You'll get them killed!" Weiss shouted back at Ruby, "Is your rifle cooled down yet?"

The redhead pressed a finger to the barrel of the weapon. It was still warm to the touch, but it would hold. "Yeah, I think...I can get one shot in,"

"Then what are you waiting for? Disarm it!"

Blake watched in horror as the chin-mounted rotary cannon spun up again, preparing another barrage that would likely kill their rocketeer. A green-white lance of plasma struck the weapon before it released a single shot, however; the destabilised plasma inside the mech's weapon reacted violently, exploding outwards as though several grenades had detonated simultaneously. The mech produced an angry beeping noise as it staggered back, most of its frontal plating destroyed by its weapon's explosion.

But it was still standing. A single glowing 'eye' sat in its centre, the mechanical iris narrowing on the source of the damage. Quick as a flash, the eye glowed brighter for a split second before a particle beam shot out of it, nailing Ruby squarely in the chest and sending the young girl flying back into the first room, Crescent Rose skittering across the floor.

"Ruby!" yelled Weiss, horrified. She turned to face the mech with fury blazing in her eyes, "You...You'll pay for this!"

Unsheathing Myrtenaster, she projected a large force glyph behind her. Stepping on the glyph, she launched herself at breakneck speeds at the mech, lunging at its eye with the rapier. The alien alloy blade shattered the lens and struck deep. Now blinded, the mech was desperately flailing about to try and shake Weiss off its body; but with a glyph anchoring her to the mech's chassis ensured that it was a futile effort. With little regard for style or efficiency, the enraged heiress yanked out the rapier and hacked away at the exposed circuits hidden behind the eye with one hand clinging on to a bit of metal plating that she could reach.

"Die!" she screamed, thrusting the blade one more time into the mangled mech. The damage proved too severe; the mech's legs wobbled unsteadily and it collapsed to one knee. Orange sparks flew from its shredded circuitry; an earth-shaking explosion followed soon after, slamming Weiss against the floor with a loud crack next to Blake.

"Ouch. That looked painful," Yang murmured, helping Weiss stand. The heiress was panting, and she was clutching a hand to a crack on her armour's chestplate; there were spiderweb cracks all over the rear of her amour, but she was otherwise fine.

"I'm fine," she grunted, swatting Yang's hand away as she staggered to her feet. Looking back in the direction of the first room, she sighed with relief as she saw Ruby standing there leaning on Crescent Rose, with Strike Three's medic at her side. "3-2, is medical attention required for Ruby? And have you checked on 3-4?"

"Reaper should be fine, if a little bruised and winded. Her armour's seen better days, though," 3-2 responded, "Ablative coating's all gone, and the ceramic alloy's all but vaporised down to the kevlar undersuit. I've had to put 3-4 under for the rest of this mission. If there's one thing that I'll say is good about plasma wounds, it's that they don't bleed too much. He'll live, but he'll be discharged if he doesn't volunteer to be a MEC trooper,"

MEC trooper. Weiss shivered at the prospect of the 'upgrade' for the downed rocketeer. She still hadn't gotten over how unnatural and disturbing it was to see machinery fused to flesh like that. Some things were just never supposed to mix.

"I'm fine, guys! Really," coughed Ruby, wiping a bit of blood from a split lip, "Yeah, nothing too serious! I can still fight,"

"Good to hear, kiddo," 3-2 chuckled, "That was a nice shot, though. Blowing off a sectopod's rotary cannon...I didn't think I'd see that happening in my lifetime. Or to see a sectopod get stabbed to death by a sword. But we're still on a mission, here. Your orders, Corporal?"

"Well, we've come this far, haven't we? Let's keep moving. Blake, can you do what you do best, please?"

"Sure," replied the cat faunus, slinking away in front of them, "Wait. I'm hearing something really strange up ahead. Humming, but it's...got a pattern. A really, really pretty pattern,"

"Strike Three-Six, be advised, you are approaching the probable source of the alien signal. The alien's commanding officer must be up ahead. Normally, I'd say that there would be heavy resistance, but judging by the number of bogeys you've killed, there probably isn't many left at all," Bradford spoke, "If you can, capture him alive. An interrogation of an alien officer is sure to yield plenty of valuable intel. Also be advised that a Skyranger is en route, ETA fifteen minutes,"

Yang cracked her knuckles. "It'll be my pleasure," she said, grinning.

Looking at the remaining squad members, Ruby nodded. "Right. Let's finish this mission and go home! Who's with me?"

This time, 3-2 and 3-3 earnestly gave a thumbs-up. Smiling, the red-haired reaper sprinted forward, catching up to Blake and Yang in a flurry of rose petals.

Victory was almost at hand.

When they emerged from the doorway at the end of the corridor, they were greeted with a truly disturbing sight.

The entire room was brightly lit. Not by lights; but by hundreds of holographic displays, each showing a small section of what must be a place on Earth. Four Elerium power cores surrounded a slowly rotating, golden-pronged object in the centre of the room. It was emitting a faint hum; one that was rather pleasant to the ears for no discernible reason. And in front of it stood a lone sectoid. A sectoid which had a pinkish-red tinge to its normally ashen grey skin, and an orange glowing chest which rivalled the brightness of a rising sun. It had its hands over a control panel, projecting an eerie purple beam from its fingers into the device.

A sectoid commander, Ruby thought to herself, feeling a bit of fear rise up in her mind. One of these caused so much death in the first mission that Team RWBY had been on.

"That sectoid must be the commander of this base. Capture it alive if you can," Bradford ordered, "And if that is what I think it is, do not destroy the device that it was using. It appears to be the alien communications relay that we have been looking for,"

Thinking that the sectoid was unaware, Yang rushed up to it, only to be rewarded with a flurry of plasma pistol bolts to the chest. Her armour had taken most of the damage; its surface was scorched, but it was not shattered. 3-2 and 3-3 both opened fire with their assault rifles, trying to catch the squat alien's legs or arms. With a nimble leap, the sectoid commander dodged the initial burst of shots, then ducked and weaved with incredible alacrity to a piece of tall metal panelling beside a power core.

"Dust, that burned," Yang gasped, throwing herself behind some cover when the sectoid commander fired another round of shots. "Blake, reckon you can take a shot at its arm? I can't punch it if it's still firing green crap at me,"

"I don't think that's a good idea. If I miss, or my shot goes through, I don't like the looks of that that...power core that it's hiding behind," replied the faunus through gritted teeth, "If it blows up, I don't think any of us are going to be alive,"

"Reaper! What should we do next? That thing's damned accurate, and we're going to find ourselves with no head left if this keeps up!" 3-3 yelled. A plasma bolt scorched the concrete beside her head. "Shit!"

"I'm taking the shot," Ruby said, unfolding Crimson Rose and using the scythe as a monopod. Seeing what was about to happen, the sectoid commander chattered angrily. Its eyes glowed a vivid purple; and then it shot out one hand, a purple beam from it latching on to the reaper's head.

Kill. Maim. Destroy.

"No...no! Get out...of my head!" Ruby wailed, clutching at her head. Her arms and legs moved on their own, as though she were a marionette. She saw herself grab on to the handle of Crescent Rose, lifting it up and turning around-

"No, anything but this!" she cried out in panic. Her legs were moving her towards Weiss. The scythe in her hands was raised high.

Kill.

She brought down the scythe against the wide-eyed heiress, who just barely dodged out of the way. The scythe's blade buried itself at least six inches into the plated floor, ripping out chunks of stone as she pulled it out of the ground.

Weiss noticed in the corner of her vision that 3-2 and 3-3 were fearfully levelling their guns at Ruby's back; their fingers quivering over their weapons' triggers. She barked out an order in panic, desperate to buy some time for her girlfriend. "Strike Three, capture the commander! If it is unconscious, I doubt that it can keep control over Ruby! Go! I'll keep her busy!"

She drew Myrtenaster once again, looking straight into Ruby's wide and panicked eyes. The girl was unlike herself; her blows were more powerful, more vicious than she had ever experienced during their sparring matches. Normally, she would be able to block and deflect the scythe's strikes, but if the way that the scythe penetrated the metal-plated stone floor was any indication, there was little chance of her being able to deflect it. Not without drawing on Aura, or resorting to some very dangerous glyph work on her part.

The two exchanged blows and parried every strike. Weiss' own thrusts and slashes were hesitant, for fear of injuring her girlfriend, while Ruby's controller evidently had no such qualms, lashing out with more strength than the reaper thought she even had in her arms. Years of fencing practice did not train her for defending against opponents with much heavier weapons, and she found herself being steadily forced back.

"Stop this. Please," Ruby begged, tears leaking out of her eyes. A flash of malice ran through her mind; the sectoid commander, though grossly outnumbered, was determined to ensure to bring down at least one of them.

"Yang! Hurry! I can't do this for much longer," Weiss panted. Ruby's strength and speed with the much heavier Crimson Rose was taking its toll on the white-haired girl. Every blow against the rapier sent tremors down her entire arm. Her fingers were numb and unfeeling, and she could see that her rapier was trembling in its guarding position, her arm unable to withstand much more punishment.

"I'm – trying! Why – won't – you – stay – fucking – still!"

And yet Ruby seemed to be still energised, swinging her weapon with as much force as when she started. The point of the scythe landed on Weiss' hand, shattering the gauntlet and breaking the bones in her fingers; with a loud shriek of agony, she dropped her weapon and fell to her knees, clutching her broken hand.

When she looked up again, Ruby had her weapon raised high for a killing strike. She – or rather, her controller – was not aiming at her neck. The sadistic alien, it seemed, was more intent on inflicting as much pain as possible in the process. Weiss closed her eyes, bracing for the impact.

And her world exploded in pain as she felt the point of the scythe smash into her back. Her armour, already cracked from the sectopod's core explosion, simply gave way when the razor-sharp point of the scythe struck. She felt her ribs break on one side, the blade shearing straight through and getting stuck against the unbroken front plate of her armour. A trickle of blood fell into her mouth, flooding her senses with a familiar coppery taste and smell.

"Sit down, you stupid ass!" she heard Yang shout, before she heard a loud crack and a body slump to the ground. A sharp intake of breath and a louder cry of sorrow told her that the sectoid commander's hold on Ruby was broken.

"Weiss? Weiss! Stay with me!" she heard Ruby cry.

"Reaper, no! Don't remove it! She'll bleed out!" the medic shouted, "Detach the blade if you can, but for God's sake, do NOT remove it from the wound!"

A faint click and a clatter later, and she felt that the blade embedded in her was no longer threatening to push through her front. Faintly, she registered a pair of arms wrapping itself about her shoulders, and drops of wetness falling on the back of her neck.

"I can't...breathe," Weiss wheezed out, hacking out a glob of blood. The arms loosened their grip on her shoulders. Her breathing did not get any easier; every breath was a struggle, seemingly an exercise in futility, while the blistering agony in her right side only seemed to get worse.

The last thing she remembered before losing consciousness was the faint hissing of a medic's spray being applied somewhere behind her, and she knew no more.

Operation Still Night: After Action Report

Cpl. Ruby 'Reaper' Rose: Lightly Wounded
LCpl. Weiss 'Ice Queen' Schnee: Critically Wounded, prognosis unknown.
LCpl. Blake 'Shadowcat' Belladonna: Active
LCpl. Yang 'Tiger' Xiao Long: Active
LCpl. Carmen 'Needle' Elminster (Strike 3-2): Active
LCpl. Vera 'Blitzkrieg' Romanov (Strike 3-3): Active
Spc. Edward Schmeisser (Strike 3-4): Medically discharged

A/N:

-tries to peek at Grim Reaper's book- OW! What was that for?