A/N: Sorry about this being a few days late, my internet was down for a bit and apparently it was for a couple others in my street.

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I DO NOT OWN RWBY

Chapter 18: Facility


''I. Regret. Everything'' Eien muttered, his face flat against the desk in their dorm.

Ruby laughed sheepishly, rubbing his back ''Heh... who knew you'd get drunk from it? Hehe...''.

The situation? Eien had just-so-happened to forget a simple, yet important detail when he allowed the others to party; that it was in his soul. All the other times when his Spirits consumed a large amount of alcohol, it all totalled up and then gave the negative hangover effects to Eien... meaning that since Chrystal, Aria and Yang consumed 10 bottles each, it all effected him. Effectively giving him a massive hangover of titanic proportions, to the point where he was excused from classes all day.

And it was only his second day being 'alive' again... what a life.

''Don't worry, Nurse Ruby will look after you~'' Ruby grinned.

From across the room, Yang grinned ''Heh, Kinky''.

Ruby looked confused for a moment, before blushing furiously ''Y-Yang!''.

''Volume'' Eien groaned.

''Sorry~''.


Thankfully, Aura worked wonders on a hangover, add in Eien's 'tricks' the hangover was resolved by the next day. The week passed without much incident, with Eien - for lack of better word - taking over the Combat Class, and Glynda Goodwitch had no problems with it, even going as far to take a holiday. It was quite amusing, especially when teaching the first years, along with third and fourth years. Today Combat Class was the final class of the day today, and it had just ended with a fight between Eleanor vs NDGO, with the former winning after being forced to use her Semblance, which ultimately turned the tables in the match.

''Remember class, tomorrow's combat test will be tomorrow! I want the whole year at the Helipads by one o'clock tomorrow afternoon! I advise packing some survival gear too. This test will count for 20% of your combat grade, so don't even think about slacking~'' He called out as the bell rang, the students groaning at the prospect of a test while others were curious about it, some even looking a little afraid - Eien had developed a reputation during his week of being alive, one that added onto the one he had prior to his death. Strong enough to spar with an S-Rank Hunter like Ozpin, coming back from the dead, able to create living beings on a whim, it wasn't surprising after reading those three facts.

Even so, his team waited behind as the other students left the room, likely to recover from today's training and to rest up for tomorrows test.

''So, what's the test gonna be?'' Yang asked with a grin.

''Not telling'' Eien grinned back ''But, it does have something to do with fighting''.

''Well that wasn't obvious at all'' Blake rolled her eyes amusedly.

Eien just chuckled ''You guys should also prepare. Since I'll be busy I won't be assisting you in the test, so Ruby will be the designated leader''.

''Woo!'' Ruby cheered with a lopsided grin.

''Pack some survival gear, and prepare for a lot of fighting, that's all I'll tell you'' He grinned ''Tomorrow will be quite... interesting, one that will mark the start of a more intensive training regime''.

''What'll the death toll be?'' Yang joked lightly.

''I'm expected around ten to twenty'' Eien chuckled, making Yang pause.

''...You're serious aren't you?''.

''Absolutely~''.


After (E)RWBY left, I sighed to myself and I snapped my fingers, feeling my soul burn a little as I forced a dimensional gateway to appear, letting me in. My vision disappeared for a few seconds as a feeling of weightlessness overcame me, before it returned as I reappeared outside my little mansion. Funnily enough, the person I was looking for was already waiting for me... or maybe she had read my mind, since she was one of the few of my Spirits who actively did so.

''Hello Risa'' I smiled amicably at Risa, who smirked back.

''Welcome back Master~'' She purred, dragging out the 'S' like a snake, then again she was a Snake Faunus, the only signs being her slit-like pupils and forked tongue ''Have you come to see the merchandise?''.

Rolling my eyes at the provocative tease, I responded ''The Dust, Risa, the Dust''.

She pouted ''Fine~ Its in the basement''.

Nodding, I allowed her to lead me to the basement, ignoring the sway to her hips. Risa had a sort of 'snake' attitude; sneaky, sly, teasing, and all things around it. She was great at stealth, infiltration and persuasion, shown by her persuasive skills on Ruby, a memory best left forgotten lest Risa read my mind once again. I hadn't found a way to stop her from doing it, because any mental barriers I put up she just slithered around. I had made her so good at infiltration that she could infiltrate my own mind.

My mind was brought back to reality as we entered the basement, coming through a hatch on the floor of the storeroom. The basement was relatively fresh, ventilated by small barred windows along the side of the house, also casting rays of sunlight throughout the basement. Boxes and shelve were cluttered about, more for effect opposed to purpose, but the wooden box with an SDC logo on it drew immediate attention. Risa had taken care to put it directly under one of the windows, hiding it from view since said window was too small to peer through if you were in any position aside from prone.

I approached the box, not even commenting when Risa elbowed the lid, knocking the lock open. Inside were what looked like normal Dust Crystals... but different. I frowned and picked up a crystal, peering into it. The crystal glowed faintly, a watery blob of light within its core, and that was what made the crystal slip from my hand, jaw going slack and eyes widening. Risa caught the crystal before it could impact, but she gave me a concerned frown, even as my mind realised what I just felt.

''Master?'' She frowned, nudging me lightly.

''This Dust...'' I muttered ''...has a soul in it''.

Risa recoiled slightly, mimicking my expression ''What?''.

The pieces clicked together instantly ''It makes sense. The SDC compound near Rockledge, I didn't recognise it, hell I barely noticed it. The air was tainted with a gas, thick with Dust and Grimm essence! Those creatures in there were people, living people who were forced to become a Grimm. However instead of becoming a Grimm-Human like Alexia or Seraphim or any of the others, they became horrible mutants with twisted forms! The SDC attempted to turn humans into beings beyond their understanding, and that's why the facility shut down! They broke loose and killed the staff... but that means...''.

''That means...?'' Risa carried on uncertainly.

''That means that the SDC knew about Grimm-Humans before we did'' I stated grimly, scowling ''Weiss obviously has no involvement in this, she isn't the type of person, nor does she have the heart to do so. I doubt her sister did since she is in the military, if I remember Weiss' words. Her mother is out of the question, she died years ago if the archive is correct... that leaves only two suspects; A part of the SDC, or Shiro Schnee himself... and I hope for Weiss' sake it isn't the latter''.

''This Dust is imbued with a living soul, trapped within the confines of the crystal! They aren't like the remnants of the souls I have absorbed, these are living, conscious souls, forever trapped within a crystal!'' I growled, glaring at the wall ''You were right about one thing; they're strong. Even I can tell that they are at least five times the strength of a top-of-the-line crystal. They'll claim its revolutionary, but this... this goes against nature. Dust and Living Souls aren't meant to go together like this, this breaks the laws that Oum set... this could end badly''.

Risa, who had recovered from her shock, lost all traces of her playful personality, in her place a stone-cold killer ready for her next target ''What shall we do, Master?''.

''Gather some of the others, we've got a mission, whether Ozpin will allow it or not. You, Shu, Kenshi, Mona, Gin and Nein will be joining me. Inform them to be ready when I call for them. Inform the others to step-up Homura's training, but not to an abysmal level - Juha will lead her training in place of Gin. I'll contact Life and Death to bring this to their attention immediately. Go''.

''Hai'' She nodded, sprinting up the stairs. I scowled and gathered several crystals of various types, holding them in my hand as I stormed up the stairs. Using SchattenSchritt I teleported outside just as Risa ran past, gathering her Aura and pressing it to her feet, creating a small ping of crimson Aura at her feet before she was sent airborne in an arc towards Shu's place.

I gently placed the crystals on the ground before standing up, pressing my palms together and curling my nimble fingers around, the flexible gauntlets of the remade Fragment allowing me to tap into both Life's mark and Death's mark at the same time.

''Life, Death, I believe I may have come across an issue worthy of note'' I addressed the two of them through their powers. I felt a flicker of Aura from each sign, showing they had heard it, and less than a minute later both deities spawned in the air in front of me in a flash of black and white-gold, respectively.

''Yes, we've been alerted to it not long ago'' Life nodded, a frown on her face as she bent down, picking up a crystal ''Poor things...''.

''The SDC has committed universal treason, they will have to pay for this'' Death said darkly, and I nodded. I was more than willing to condemn whoever was responsible for putting a conscious being into a crystal. The best way to picture it was this; being locked in a pitch-black room with no concept of time, never being able to die and left to eternal loneliness with no escape. It would be hell - the ultimate solitude.

''Is there anyway to save them?'' I asked, scowling when they shook their heads ''Why?''.

''Dust and Souls aren't meant to mix. You know about the origin or Dust?'' Life asked and I nodded.

''Yeah. Dust was born from a large amount of positive energy, the more of it the stronger the Dust is. Grimm are the opposite of that, being artificially born by Hive Mothers after being exposed to a large amount of negativity''.

''Indeed. Dust and Souls are like oil and water; they're similar, but can't mix. Aura activates Dust because its like a mediator, it removes the property that prevents oil and water mixing, and allows them to do so to an extent. However directly mixing the two past the natural limits that Aura provides will give the result you see now. Its incredibly rare for this kind of situation to arise, as in the past direct manipulation of the soul was a very rare thing, and even rarer to see someone use it in this manner. The reason this kind of Dust is stronger than regular Dust is because when it detonates, it detonates with the power of a soul. Basically, its a mix of a Dust explosion...''.

''...and Soul Suicide'' My eyes widened, before my eyes narrowed sharply ''They're doing the same thing they did in the war''.

''Indeed'' Death scowled also, or at least gave the impression he was ''The reason they can't be separated is because they have been forced to mix, they can't be un-mixed without destroying the soul within. That is why this is such a heinous crime''.

I forced myself to take a calming breath, picking up the soul crystals, all three of them ''I'll have to alert Ozpin and cancel tomorrow's test, this can't be left alone''.

''A wise decision'' Death nodded ''Move with haste, child''.

I nodded, the air shattering beside me as I turned and left, storming through. My vision left and my body became weightless, but the three crystals didn't fall from my grip. I regained my sense of position as I appeared inside my dorm, scaring my team who were packing.

''Don't bother'' I said, scowl still in place ''Test is cancelled. Important shit has come up''.

''E-Eh?'' Ruby blinked ''What...?''.

''I'll explain later'' I dismissed, storming out the door as I activated SchattenSchritt, my body dissipating only to reform in Ozpin's office. The man in question jumped in his seat, surprised, but it also may be the fact I had an aura of hostility around me. Forcing myself to take a breath and smother my Aura, I turned a burning gaze on Ozpin.

''We've got a problem, a major one'' I growled, placing one crystal on his desk. As if sensing the urgency in my tone, he picked up the crystal, examining it with a critical eye, before his eyes widened ''Yeah, that was my reaction''.

''Who made these crystals?'' Ozpin frowned.

''The Schnee Dust Company. Roman, Risa and Neo stole them from the SDC Headquarters in Violet City, Mistral. Only so-many-miles west of the abandoned SDC compound near where Rockledge once was'' I said as I frowned deeply, showing the seriousness of the issue ''This is big, Ozpin, if they mass-produce these then it could be disastrous when Cinder or Salem gets their hands on them. We need to end this as soon as possible''.

''I agree wholeheartedly'' He nodded, frowning deeply ''If your current attitude is any indication, you would prefer your friends to not get involved?''.

''No'' I shook my head furiously ''This mission requires stealth and close-range abilities. Out of all my friends, only Ren, Blake, Adam and Emerald have the capacity to do so while also possibly taking a life, and even then it might be difficult''.

''I see'' He nodded, standing up and pacing ''Qrow is out of the question, his weapons aren't suited to hallways like that of a facility. Raven is also out of the question. I myself will come, as I am more than competent in close-quarters and stealth''.

''Very well'' I nodded, rubbing my chin ''Risa, Shu, Kenshi, Mona, Gin and Nein will be accompanying us. I'll have to cancel tomorrow's test, leave that until later''.

''I shall make the appropriate calls on the situation, we'll leave tomorrow'' Ozpin muttered, sitting once more and scrolling through his contacts.

''We can take my Bullhead'' I noted idly ''Until then''.

''Mm'' Ozpin hummed, the computer ringing as he called someone. I disappeared with a burst of SchattenSchritt, reappearing outside my dorm and sighing. I pocketed the three crystals onto my belt and then entered my dorm room, as they appeared to not lock it this time.

''What was that about?'' Yang asked as I walked over to my bed, sitting down with a tired sigh. I was too young for this shit.

''Stuff... just stuff'' I murmured, running a hand over my face, only for when it fell to see the concerned eyes of my teammates.

''Are you okay, Eien?'' Blake frowned slightly.

I just replied with another sigh ''That's up for debate really. I'll be gone for a bit on a mission, two days at most, over to Mistral with Ozpin and some of my Spirits''.

''A mission? Why so sudden?'' Yang raised an eyebrow as Ruby sat next to me, silently offering her support.

''This is why'' I grumbled, pulling out one of the crystals.

''Dust? Why would you go to Mistral for Dust?'' Weiss asked.

I shook my head ''This isn't just any Dust, its potentially the start of the SDC's downfall if it continues''.

''What?'' Weiss murmured, looking shocked, all of them were.

''This is a Dust Crystal forcibly merged with the Soul of a living, conscious human being. Risa found these in the Headquarters at Violet City, so either its a small part of the SDC, or this is a private matter away from the public eye'' I said, giving Weiss a sombre look ''Life and Death aren't particularly happy, as this apparently breaks a universal law''.

''Universal law?'' Ruby cocked her head in confusion.

''Like oil and water, they aren't meant to mix, but if someone can find a way to force them to do so, then it breaks a law of the universe. I don't understand it fully, but its just one of those things. The souls trapped in the crystals are still 'conscious' for lack of better word; they're eternally awake in a prison they cant escape until death. The reason these are stronger than a normal Dust Crystal is because when it detonates it explodes with the power of high-quality Dust and Soul Suicide. These Crystals are made through immoral, illegal and dangerous means. Either the public finds out about these sooner or later and the SDC is in trouble, or the SDC continues to make these until criminals get their hands on them''.

''So what does this have to do with the mission?'' Yang asked as Weiss was still in shock, pale skin even paler and mouth gaping.

''Remember that place with the mutants back before I died? I didn't recognise it at the time, but there was a heavy amount of Dust and Grimm essence in the air, leading me to believe some equally immoral experiments went on there. The creature with the extendable claws was a pseudo-Grimm-Human, one that was a Human mixed with Grimm instead of the other way around''.

''So you're saying that someone in the SDC has been trying to make Grimm-Human's?'' Blake frowned and I nodded.

''Yes, and I'll have to ask that you don't mentioned this to anyone. And Weiss, don't try and question anyone in the SDC or bring it up at all, if you do it will alert them that we're on their trail and give them time to cover it up, or worse''.

''So I'm supposed to let whoever did... this to keep walking free?'' She growled, teeth grinding together. Shows how far she came since we first met.

''I'm afraid so. We don't know who is behind it, but if its someone up high in the chain of command...'' I stopped awkwardly, giving Weiss a meaningful look, to which she responded by an open-mouthed one showing her horror.

''M-My father... wouldn't...'' She murmured, her look replaced by bitter acceptance ''I-Its possible... he did offer me some 'Unique and Rare' Dust crystals before I left for Beacon... so he's obviously been in contact with whoever did this''.

''Is it possible he doesn't know?'' I questioned. Shiro Schnee was a private person after all, so having the opportunity to get Weiss to open up will help greatly.

''No, he could tell instantly, he's that experienced with Dust'' She said with begrudging respect ''He knew this and offered me some. I denied of course, since I was already packed and didn't want to take my fathers gifts, I left Atlas for a reason''.

I hummed, rubbing my chin. It was possible it was just some uncaring scientists within the SDC doing it, but if Shiro Schnee did intentionally fund the program, or Oum forbid approved of it, then the fallout would be bad. The public would be calling for his blood and ruin the tensions between the White Fang and SDC even more, likely to the point of having more if not total support for the White Fang. More revolutionary groups would pop up against the SDC too. Weiss and her sister would be in danger because they share the same surname, even though they had no involvement in it - people would claim being idle is just as bad as committing the crime. Either the SDC falls apart, or Weiss is forced to give up her dream of becoming a Huntress in order to take control of the SDC.

I clicked my tongue ''I'm going to have to make some calls...''.


The next day saw me and Ozpin preparing to leave for the Bullhead. Students had been relieved, but confused on why I ended the test with the only excuse being 'something majorly important has come up, so the test is cancelled'. I had gotten in contact with Weiss' sister, Winter, through Ozpin and discussed our plan with her and she agreed to go along with it.

''Promise me you won't die this time'' Ruby whined, hugging me.

''I promise'' I chuckled, ruffling her longer hair ''Remember to train the team while I'm gone, alright?''.

''Mm'' She hummed, breaking off from the hug with a small, loving smile ''Love you''.

''Love you too Ruby'' I chuckled again, nodding to her as I turned and walked into the crimson Bullhead, Ozpin already seated as he tapped away on his scroll. I looked over my shoulder and gave one last smile to Ruby before the loading bay door closed, shutting me and Ozpin within the Bullhead. I silently went to the cockpit and got strapped in, turning the engines on with a mental nudge and pulling back on the stick, ascending to the sky.


From several miles away, a pair of bright amber orbs stared through a pair of binoculars at the crimson Bullhead flying out of Vale. A cruel smirk twisted at her lips at her new plan. Salem had stopped her from acting until now, and while she didn't know why, she knew it revolved around that boy. His display of power that had been recorded and posted on the DustNet by students at Beacon showed it. She shivered slightly at the memory of the last time the two got into a fight, it had left her mind so frazzled and numb it felt like she had been electrocuted.

Not only that, but he somehow convinced Emerald and Mercury to join him. She didn't care for them, not anymore. If they left her, then why should she care? Yes, she does not care, definitely. She had to admit however, she was surprised that he had converted Adam, even to the point where he stayed after Eien's death. Era and Reality were new factors that hadn't been account for prior.

Still, her smirked remained as she dialled up her associates number ''Roman''.

''Yeah?''.

''Prepare the Breach''.


The flight to Mistral was relatively uneventful, with little to nothing happened on the way there. I slowed the Bullhead as we neared the facility. turning it to the side and opening the side door. I unstrapped myself as I mentally ordered it to lower towards the ground, walking out towards the side door as Ozpin did the same. When we were ten feet above the ground Ozpin jumped out and I followed, giving the mental order for it to return to my little cave at Beacon.

I raised a palm in front of me, summoning the transdimensional Sigils. Risa, Shu, Kenshi, Mona, Gin and Nein rose from the platforms. Risa had her daggers within her sleeves, Kenshi had his Trench Knife out already, Mona had her twin swords out and ready for a surprise attack, Gin slowly drew his own katana and Nein held an ivory-white version of my own katana. Shu himself drew out a short Wakizashi from his belt.

Shu, being one of my most secretive Spirits, didn't often see me. He didn't not like me as far as I knew, but he was one who preferred solitude and privacy above all else. He had messy, slightly spiky raven hair and dark grey eyes. He had dark raven, form-fitting shirt and pants that didn't move about so much when he moved, having a sash of fabric around his waist to silence the noise his clothing would make without inhibiting his combat effectiveness. He also had a black bandana he wore over the lower half of his face like I used to, hiding even more of his face. He was even more of an assassin than Risa was, being one of the few Spirits capable of out-smarting her and beating her Semblance.

''How should we go about this?'' Kenshi asked, eyes trained on the facility. The tree that I had created before was no longer there, having been cut down it seems. That's concerning.

''If I remember correctly there was several hallways, some of the mutants crawling around. I think it would be best to kill them, no point in letting them suffer any longer than they need to'' I said, shaking my head with faint sadness ''We clear each floor of the building, room by room. We're searching the place for information, so any documents of any kind are to be noted. We can communicate through mental conversation, Ozpin will just have to be quiet when speaking''.

Ozpin smirked faintly ''I can assure you I can speak in a quiet tone''.

''Alright, lets do this then'' I nodded, giving Nein a meaningful look ''Quietly''.

''Party-pooper'' He pouted, but nodded.

We approached the overgrown facility, me leading as I gently vaulted over the destroyed doorway, footsteps silent as I landed in the entrance room. I snuck over and pressed my back to the wall before tapping into Risa's Semblance, my whole form turning invisible in a heartbeat. I poked my head around the corner, finding it empty. A glance behind me showed Risa doing the same as I was, but for the opposite hallway across from me.

''Nothing'' Risa's voice pinged in my head.

''Alright. Mona, Risa, Shu and Ozpin will take that hall. Nein, Gin, Kenshi and me will take this hall. If you find any kind of documents or items of note then pick them up and deposit them in the basement of my mansion'' I ordered through the mental communications, Shu quietly informing Ozpin and the tall man nodding, following the shorter assassin down the other hall. The three other males of the team nodded at me, Nein grinning a little as I scoped out ahead before turning down the corridor. Like before it was nearly pitch-black, but I didn't even consciously need to tap into Aria's Aura to be able to gain heightened senses and partial night vision.

A small hall came up on my left and I peered around the edge, the wooden door nothing more than a few chunks clinging onto the wall, still as stone. I crept down the hall, and climbed over the rotten remains of the wood, finding myself in the office. Desks were destroyed and blood stains that were several years old were stained on the walls and floors. Torn shreds of paper also littered the place, but there was loot to be had, as they say.

I moved over to the intact desks, pulling them open and striking gold immediately, finding stacks of paper. Mentally picturing my basement I summoned a grey Sigil, pressing the stacks of worn papers into it. It was absorbed into the gel-like barrier, disappearing from the world and depositing itself within my own souk. I looted the rest of the room, finding more documents on things I didn't look at along with a few ID cards that were seemingly lying around. I snuck back out of the small office into the hall, where Nein was also exiting the adjacent office with Kenshi behind him, Gin waiting in the hallway on lookout.

''Found some documents'' Nein mentally murmured. It showed the seriousness of the situation when my top fighter and mostly-insane fighter was acting serious.

''Same here'' I replied ''We can review them later, lets move on''.

Before I could continue sneaking down the hall, Gin's arm came in front of me and stopped me. I gave him a curious look, to which he responded by pointing down the hall. Mentally face-palming at my lack of foresight - we were in the middle of the hallway - I turned and saw a presumed mutant a dozen or two feet away. They had thin, pale scraggly human legs with only a pair of torn and stained white shorts. The torso and arms were covered in black fur, covering even the head and leaving only a pair of crimson eyes to look at me. I was still using Risa's Semblance, keeping me invisible, yet it was looking directly at me, meaning it possibly had some advanced sensory technique.

I drew my blade slowly and stood up before deactivating my invisibility. Keeping my eyes locked onto the creature, I walked towards it calmly, as if I was going on a casual stroll. I made no hostile movements or intentions, and the creature continued to stare at me. As I got within ten feet I used a SchattenSchritt and reformed a foot or two in the air, swinging my blade and severing its head without hesitation. The furry head hit the ground with a wet thunk, but it was for the best - best to die than to suffer eternally.

''I'll stay on watch, you guys clear the offices'' I informed mentally, making the Spirits nod as they hastily but silently snuck into the other rooms. I reactivated Risa's Semblance and I turned invisible, standing combat-ready in the hall ready. I had to wait several minutes before they returned from the multiple hallways, all of them in a crouch.

''I found some more Soul-Dust'' Kenshi informed ''I also found some documents likely retaining to it, along with a machine that I managed to pack in''.

I nodded ''Good work. Shu, progress report?''.

''We've found a multitude of documents and several Soul-Dust crystals, along with several weapons that must belong to the former staff'' His slightly-gruff voice said mentally ''We've reached a dead end however, no other exits or hallways''.

''Come back to our side then, elevator shaft is here'' I ordered, staring at the end of the hall where an elevator shaft was, the metal doors slightly ajar. I kept myself alert as I waited for Ozpin and my Spirits to quietly make their way down the hall over to us, the ground floor clear. Once we were all here I nodded to Kenshi and Gin, who followed my subtle command and moved to each side of the elevator. They grabbed a door each and pulled them apart, the metal groaning as unventilated air came out of the elevator, making Risa hiss disdainfully and cover her nose.

I smiled wryly ''Once more unto the breach, my friends, once more''.

''You've been waiting to say that for years, haven't you?'' Risa commented lamely. Little memory stealer. I pouted at her, making her smirk before she adopted a serious expression, and my own was replaced with seriousness once more. I nodded to my companions before jumping down the shaft, creating a Sigil beneath me to float me down on.

When I reached the second first sub-floor the elevator doors were already pried open, a hallway directly ahead. Unlike the floor above however there were glass walls that looked like they were containment facilities, with many windows shattered and more than a few Human-Grimm walking about, but they had yet to notice me. The others jumped down silently onto my Sigil, and with a single nod we moved. I used SchattenSchritt to get behind the closest one with a Beowulf-like body with antlers and human arms but with long claws. I severed the head and moved to the next, slashing and bisecting it at the waist before severing the head just before it hit the ground.

By the time I did that, Ozpin had already killed his third, using his Semblance (I presume it was) to traverse the room as quickly as Oobleck on a coffee high. Risa killed her first by piercing its neck with her dagger, forming and throwing a ball of green acid at another and muffling its screams with said acid. Mona, Shu and Kenshi all killed one each by the time we were done while Nein killed the ones furthest back, bisecting them. Gin had been the only one not to attack, mainly being he lacked the speed to cross the distance to any of the mutants before the others.

In a total of five seconds, we had cleared a fifty foot square room of at least thirteen or so mutants, a testament to our strength I supposed. No orders were needed before we all began moving, searching. I hopped over a broken window and into a small mini-lab, already securing the documents, torn and untouched, and depositing them. The air was thick with unventilated air, but it was still breathable. A thud drew my attention, showing Gin had cut the head off a spider-like mutant, the body dead near the elevator.

''Have we cleared this floor?'' I asked mentally as I approached the elevator, getting affirmatives from all, Ozpin nodded as if reading my mind. Wouldn't put it past the man.

''Then lets go'' I said, descending to the next floor.


''How many floors does this place have?'' I mentally drawled in annoyance as we cleared what I think was the twenty-ninth floor ''Can you sense anything, Ozpin?''.

The man, collected as ever, nodded ''There is a large space beneath this floor, so it is likely we are close to the bottom''.

''Thank god'' I grimaced, stretching ''Its getting harder and harder to breathe, not to mention sneaking and assassinating all the mutants''.

''And all those documents you'll have to look through'' Risa murmured, the lower half of her face hidden underneath her collar to assist her breathing ''This place is creepy, and that's coming from me''.

''Yeah'' I nodded as I approached the elevator shaft, where the elevator itself was ''Looks like we've reached the bottom''.

Without further fanfare I hopped down the few feet onto the roof of the elevator, only to frown when there was no discernible exit. Closing my eyes and sending a ping of Aura out, I was mildly surprised when there was no doors or hallway connecting to the elevator, meaning it was stuck in the middle of the shaft... and the people within potentially died from starvation. Not a nice thought.

The others jumped down and the elevator groaned a little, but still refused to budge. I gave a mildly unsure look at Ozpin, as if asking 'What now?', to which he responded by place a hand on the roof of the dusty elevator. His Aura glowed faintly before the elevator groaned again before slowly descending down, occasionally letting out a brief screech or clunk as it hit the walls or railings. Finally, a loud metallic 'puff' was made as we reached the bottom of the shaft. Gin stabbed his blade into the ceiling hatch and with a deft flick of the wrist pried the door hatch open, exposing us to the horrific smell of rotten corpses, along with the sight of three rotten corpses, still rotting.

''Disgusting'' Risa murmured with a quiet gag. I shook my head disdainfully at the corpses before jumping down into the elevator, walking out into the area, only to be stunned by the sight before me.

The whole room was in a cylinder fashion, with tall metal-grey walls with occasional hazard warning lines dotted about. The platform I was on was guarded by a wall of glass, metal above me as well. To my right led to a room which I presumed was a control room, and to my left was a control panel with various dials and such. However on the other side of the glass was what stunned me; eggs. On a centre platform there was maybe ten or so eggs, probably five metres wide and fifteen metres tall. Around the platform was a faintly glowing murky water with smaller eggs, but there was far more. All of the eggs were onyx black with faint red cracks in them. Another glance around the room showed something else, possibly worse.

It was not a simple cylinder, there were small platforms or ledges. Under them were creatures that were a mix of humans and bats. The closet one being directly across the cylinder room from where I stood. It was about six feet tall, its skin obsidian black with Grimm-black fur on its forearms and hands, legs and feet. Its fingers and toes were tempered into fine claws, and a long whip-like tail seemed to be present, wrapped around its waist so it wasn't dangling. Bat-like wings were also curled around it partially. Its hair was, not surprisingly, black, and it also seemed to lack eyes. All in all, it looked like a human mixed with a bat.

''What the hell...'' I muttered quietly, careful not to awaken them with noise. Risa opened the door to the control room, and with my nod she began searching for anything that could be helpful in our little investigation.

Ozpin's hand rested on my shoulder, his other holding out a small camera ''Attach it to the side of your eye. We'll record these events to show the public the threat the Grimm pose, and to shake them out of their stagnant state. Try not to mention anything related to the SDC''.

I shrugged, trusting Ozpin's call as I attached it to the side of my head - after pulling my hood down, the camera digging into my skin slightly where the bone around my eye was. Forgot its name, outer canthus or something? Doesn't matter. It made a low beep as it presumably started recording, and I continued to watch the creatures, keeping my footsteps quiet.

Risa came out a minute later ''I've gotten all the information I could... the machinery is broken, along with the window. It looks like they killed the staff down here but where unable to climb up the elevator shaft''.

''Did you find anything on what those eggs are?'' I asked, doubtful.

''I didn't read them, I just packed 'em in to read later'' She shrugged and I nodded ''What now?''.

''Ozpin?'' I asked, wanting to hear his suggestion.

The man in question shrugged lightly ''We cannot leave these beings here, lest someone free them later, but we cannot kill them all without any of them noticing''.

''There's a hole in the ceiling'' Kenshi noted and I looked up, grimly confirming it as I saw a hole in the ceiling leading to one of the upper floors. How we missed it is a mystery.

''Looks like we'll have to kill them regardless, think we could lead them outside?''.

''If their ability to fly is to be believed, then it would be unwise to do so'' Ozpin frowned in thought ''Regardless of which path we take, we will be at a disadvantage in both numbers and environment''.

''But we've got more firepower'' I smirked ''Jaeger might be able to flatten the place, collapse it in on itself''.

''Possibly'' Ozpin conceded as he looked at the control panel ''But we may be able to take this a more subtle way''.

''How so?''.

''These dials, one of them releases a highly flammable gas, and if you were to use some of that Dust you have recently acquired then we should be able to escape before it blows''.

I grimaced at the thought of sacrificing the souls within the crystals, but conceded quickly with a nod. Death is better than eternal suffering. Ozpin went to the control panel and turned one of the dials, the metal groaning at being used for the first time in ages. I cursed when I saw several of them move, something which did not go unnoticed by Ozpin as he expertly and unhesitatingly flicked multiple dials and turned others as if he knew what each unnamed one did. Gas began pouring in through several vents in the floor and walls, and the mere action nearly woke up all of them, and not only that but the eggs began to move.

''Do it, now!'' Ozpin urged and I nodded, pulling out the crystal.

''I'm sorry'' I whispered to the crystal as I clenched and cracked it, pushing some Aura into the crystal before I chucked it through a hole in the metal. My Spirits disappeared into Sigils on instinct, and I felt Ozpin's hand on my shoulder before my vision turned black. It returned a few moments later and I found myself outside the building, around fifty feet away and on top of a tree with Ozpin at my side.

Less than a moment later the whole facility exploded with a furious roar, a rainbow of flames shooting sky-high. I whistled lowly in awe at it, watching for almost a solid minute as the flames slowly died out, Grimm in the surrounding area running away in apparent fear. Irony. I sighed, straightening up as Ozpin jumped off the tree and onto the ground, me following a minute later. The trees around the facility had been burned away. Hell it was now just a massive pit stained ash-black, the area around it burnt with the heat alone.

''I'm surprised these are so strong'' I murmured, looking at the crystals on my belt before shaking my head, turning towards Ozpin ''Now wha-''.

My question was interrupted by a feral screech, and my sentence was immediately replaced by an annoyed comment ''Oh you've got to be kidding me...''.

From the cylinder crater, a swarm of those bat creatures flying out and being airborne, skin-like wings beating as at least thirty of them stared at us. I was correct in thinking they didn't have eyes, but they had large mouths with fangs. I extended a hand in front of me and Jaeger, Gin, Kotori, Juha, Mona, Chrystal and Natasha rose from the Sigils, seriousness etched onto their faces. I drew my own katana and Ozpin wielded his cane-sword, raising it challengingly.

''Elimination'' I ordered before disappearing into a burst of SchattenSchritt, appearing above the swarm. I brought my blade down and cleaved through the wing of one of them, severing the head of another on my descent and cutting the arm off another before I was forced to dodge as their attention was on me. The attention didn't last long as a single shot from one of Jaeger's pistols blew up at least six of them, Gin jumping up next to me with a burst of Aura and bisecting one of the creatures.

I spun to avoid the claws of two of them, spinning with my blade out and cutting several before I lunged with the assistance of my Aura, piercing the head of one before I slashed, severing anothers neck. I dropped to the ground just as Jaeger fired another shot, the voltage of his weapons upped to the point it likely wiped them out. The dust cleared and my suspicions were confirmed, but the screeches from the crater warned me it wasn't over. I jumped back and help my hand in front of me, forcing my Aura to congeal and form together into a ball, adding in some of my blood via cutting my finger.

Another wave of the bat creatures emerged, almost double the size when I unleashed the ball. It glowed like a crystal as it flew, and upon making the slightest contact with the bat it exploded into a sphere of purple energy. Still the bats came and I cut them down with my Spirits at my side, Gin flawlessly spinning and back-to-back with Mona, both dancing and cutting down their opponents. Kotori rained fire and ice, firing bolts of lightning and tearing through their ranks. Jaeger mainly just hung back, occasionally firing a shot of his cannons whenever there was a large clump. Juha was a force on his own, slashing his way through the enemy with a large cleaver-like sword while Chrystal delivered punches and kicked with enough force behind them to stun the bats before Juha finished them off. Natasha also hung back, picking off targets with her sniper.

I pierced the neck of another one, tearing my blade out and cutting its torso in half, paying it no mind as it fell to the floor dying. These weren't full Grimm, they lacked the white masks. I hated to think it, but it was possible these were humans turned into part-Grimm, or maybe even something darker, eviller. I shook my head to dismiss that thought as I slashed through another of their dwindling numbers, which were quickly eliminated.

''Well, that's not something you see everyday'' I grunted as I awaited any more opponents, raring to go.

''I guess they're name should be... Batman'' Chrystal grinned widely and I groaned, face-palming along with several others.

''That was horrible''.

''I'll do better next time then'' She winked playfully and I rolled my eyes as she shouted ''Anything else want to kill us?!''.

For a moment she got no response, before a furious roar of a dragon reached our ears and we all glared at her, making her laugh nervously ''Eheh... sorry?''.

From within the cylinder several dragon-like beings flew out. They were more of the lithe kind of dragon, but the most defining feature of them was that atop their heads was a single, huge eye in place of the rest of its head. Its jaw was a little lower to make up for the massive eye, but it was quite the intimidating sight. They were smaller than the dragon I originally killed, but they were still quite large with their hands attached to their wings. They menacing crimson pupils of the six dragons glared at us, as if accusing us of this mess as they roared in fury.

''Huh... haven't seen that type of Grimm before'' I murmured as I brandished my weapon once more, holding it in the ready stance.

''That's because it didn't exist before now'' Ozpin informed grimly ''They might have created them, much like with the Batmen''.

''Great. Dandy. Fantastic'' I said sarcastically as I pointed my blade at the dragons ''Jaeger, Nat, Kotori. Hailstorm''.

''Hai'' Kotori said while the other two nodded. The dragons screeched and one dove towards Mona in an attempt to eat her, only for the monochrome girl to jump over its head with a burst of Aura, slashing at the air and sending duel waves of energy at the large eye, making the dragon screech as its eye was struck. She landed on its back and started hacking away at its back, but was unsuccessful at dealing much damage to its scales. I raised my palm and seamlessly formed a Fire Sigil, firing several streams of fire that impacted on its scales and making it screech.

Several beams of blue energy impact on its head, exploding on contact and blowing it to bits, the headless body falling out of the smoke cloud and hitting the ground with a meaty thud, Mona hopping off its corpse. A stream of ice spikes came down on the swarm of dragons, making them all roar as they scattered, Ozpin, Juha and Gin taking off after one while Kotori and Nat went after another. I sighed, cracking my neck as a dragon set its eye on me.

''Hm... lets see if my Semblance still effects Grimm like I think it will'' I smirked as I pushed some Aura into my feet, sending me airborne and over the dragon, causing it to bend its neck back to stare at me. It coughed and jerked its head forward as green acid sprayed at me and I narrowed my eyes, using another pulse of Aura to dodge it as I came down onto its back. I pressed my hand onto its back, tapping into my own Semblance as I let several shards of my soul flow into its being before hopping off it. I turned around and clenched my fist, smirking as it howled and disintegrated in seconds. Grimm were matter after all, though the larger they were the more shards of my soul it took.

''Good, they aren't big enough to outmatch my Semblance'' I hummed to myself as I turned my sights on the other dragons, but they were being handled just fine ''Hm... they can handle it, should count as training''.

I sprung on my heel, sword lashing out and killing another bat-like creature before it could attack me. I scowled as more of them began rising from the tunnel like moths to a flame. Once again calling upon my Spirits, I summoned Kindle, Aria, Homura, Eleanor and Doran. No words were needed as they summoned their weapons, engaging the batmen immediately.

''Homura! Stay close to Aria and Kindle, alright?'' I called out to them, the lithe girl nodding at me as she fired a volley of purple energy bolts from her guns. Homura was still a newbie, for lack of better word, shown by how she took a couple seconds to aim and fire her handguns, and how she occasionally stumbled from the recoil. I can implant instructions and tutorials on how to use a gun, but that doesn't mean she's skilled from the start. Theory and practice are different things.

''Hm... they certainly have improved'' I hummed as a dragon fell a few feet from me, Gin hopping off it cheerfully.

''I tell you every day Eien, we never slack'' He admonished playfully and I chuckled lowly.

''Perhaps most of you do not slack, but I can foresee Jaeger doing so often, possibly Aria and Nat too''.

''Eh... can't fault ya there'' Gin chuckled, his arm jerking up and slashing the head off another Batman as it attempted to slash his back up. I took a few steps back and a Batman swooped past my position, with me slashing one of its wings off and causing it to accidentally fly into Kotori's fire pillar, dying instantly.

''For a bunch of Grimm hidden beneath an old facility, they're pretty... meh'' Kotori called as she floated down to me on her broom, two dragon corpses disintegrating behind her ''I mean the dragons were pretty average too, maybe a B-Rank or C-Rank? What would we even call them?''.

''Ocular Draconis?'' I shrugged lightly ''I'd say they're about a B-Rank, since they fly and shoot acid. The Batmen are probably a C-Rank, given they're basically flying Beowolves, but with more speed and less strength''.

''That's the last of them'' Juha informed as he landed a few feet away, the final Ocular Draconis falling to the ground, its head not connected to its body ''I do not understand how they survived the blast, yet are so easy to kill''.

''Perhaps they have a resistance to Dust?'' Ozpin guessed, the rest of my Spirits all joining the conversation.

''Possibly, they did live in a toxic environment'' I mused ''Ah well, all's well that ends well-''.

Of course it wouldn't, as from the crater of the facility a truly titanic sized clawed hand came out, probably the size of multiple Bullheads lined up. Whatever it belonged to used the hand to pull itself out, almost pulling the ground with it as the head became visible, then the torso, then the legs. It was, for lack of better word, a giant Batman. The main thing that was noticeable, was that it was probably the same height, if not taller than Beacon Academy, casting a large shadow across the forest and blocking out the sun. Its eyeless face stared down at us, before its jaw unhinged and it released a ear-shattering screech that nearly shook the very air, though Aria was probably the worst effected by it, whimpering and clutching her ears.

''Well... that's not normal'' I drawled, looking up at the Grimm ''Say Ozpin...''.

''Yes?''.

''What would you rank this Grimm as, given that it likely spits acid and flies?''.

He hummed for a moment, before speaking ''Given that it is likely a Hive Mother, I'd say an SSS-Rank Grimm''.

I smirked ''Well then, looks like we'll be adding it to the kill list, eh everyone?''.

''Hai'' They all grinned, smirked or nodded as they brandished their weapons. Homura, being the newbie, looked a little shaken by the titanic Grimm, but some encouraging words from Aria and Juha instilled some confidence in her once more.

''What's the plan for this big guy, hm?'' Gin grinned, opening his eyes for the first time to reveal teal-blue eyes filled with morbid mirth.

''Hm...'' I hummed, drawing it out for emphasis ''I think maybe we should give this guy the benefit of the doubt and say he's ridiculously strong, since Ozpin thinks he's SSS-Rank. Everyone, release''.

''Hai'' They all said before in unison calling ''Seele Mitteilung''.

Their Aura burst to life around them, flaring to life as their souls went into overdrive. Risa's snake features became more apparent as her purple hoodie disintegrated to ash, revealing her red shirt to now be sleeveless because of the transformation. Snake-like tattoos formed on her arms and up her cheeks, her crimson eyes glowing as she let out a pleased hiss. A pair of simplistic green scale energy wings formed behind her. Eleanor's normally blank face grew into a smile, then a grin, then what one would consider a psychotic grin of a murderous degree. Her whole body glowed a baleful ruby and her Aura solidified into streams of energy around her, a pair of wings made from crimson knives floating behind her.

Aria's fox features became more apparent, her ears perking up and her fingers growing claws, a fox tail sprouting behind her, swishing idly. Her eyes glowed brightly before they both turned blue, her heterochromia dissipating for now. Behind her a pair of wings made from the same energy her weapons were made from formed, being long and almost flame-like. Shu gained a pair of shorter, but intricate pair of wings with a muddle of words all over them, making you almost nauseous looking at the words. His form glowed with his Aura, but showed no other signs of change.

Kenshi glowed grey with his Aura, his muscles bulging slightly in response and a pair of wings forming behind him, being almost metallic looking. Doran glowed crimson with his Aura, giving the samurai an almost frightening look as his eyes turned equally crimson, peering out from his mask. His wings were oriental in a sense, with intricate designs on them benefitting of a man such as him. Mona, unlike the others, was unique in that she had two release forms, one black and the other white. However white was more damaging, so she would be using that it seems as her dress, hair, katana's, elbow-length gloves, and irises all became ivory white while her sclera became black, giving her a menacing appearance as she brandished her blades.

Jaeger's form glowed as a wolf with grey fur and a blue glow to it formed in front of him, the form his release form assisted him with. A pair of old, leather-like wings formed behind him as he lazily patted the wolfs head. Gin sprouted a pair of curled wings with the bone of it being a snake, the feathers being scale-like. Kotori generated a furious gust around her, her true power being demonstrated as her eyes glowed brightly, a pair of wings on her back forming, being in the design of intricate Sigils.

Kindle's flames turned midnight black, her eyes turning amber like prior and a pair of flame-like wings forming on her back. Juha gained a pair of elegant, wide wings with swords for feathers, his cloak fluttering from his own gust. Natasha gained a pair of wings with bullets for feathers, her free hand being taken up as a midnight-black katana formed in it, similar to my own. Chrystal gained wings with circular ping feathers, her eyes alight with power otherwise unseen. Homura and I were the only ones not to activate, the former because she had yet to gain it, with myself holding back for now.

''An SSS-Rank Grimm, huh?'' I said in rich amusement ''Lets see how you handle against the army of one...''

''Everyone... bring 'em down''.


A/N: Its 5 in the bloody morning when I finished this, so I hope you're all happy - if my internet comes back soon.

So, SSS-Rank Grimm hm? Its a huge, titanic beast never before seen, and lets see how it handles against over a dozen high ranking fighters. The fight in the next chapter will show how truly strong the characters are. Not on an individual level, but on a collective one. For use of reference, Seraphim was probably an S-Rank, with something like a Goliath a A/B-rank.

The SDC is up to no good, experimenting with Dust and Souls and doing other immoral things. What will become of the SDC? Wait and see!

Also as a small question, would you like to see another Beach Omake/Extra? A reader PM'ed me on the day I posted chapter 17 asking for me to post a second beach chapter but with the Spirits also involved, making it a big ol' happy scene with some more character interaction and not plot development. PM or put it in a review to tell me.

Till next time (hopefully not as long update time)~