Remnant DxD

by Dessel Ordo

When an 11 year old Jaune Arc wandered out into Forever Fall hoping to become Remnants youngest huntsman, that should have been it for the foolish kid. Luckily a passing devil saw potential in him and re-incarnated him. Now, 6 years later House Bael has sent him to attend Beacon Academy to learn more about his homeworld, and establish his own peerage. What could possibly go wrong?

26. Chapter 26: A Frozen Moment

A/N: Sorry about the delay. Turns out moving into a new appartment and finishing a chapter, during a short month is a bit of a tall order. The March chapter is, however, already well underway and should be up during the last week of the month as is usual. Sorry about the pause in updates. Life happens.

As usual, I don't own RWBY, Highschool DxD, or earn a penny from this. I just love telling stories and getting feedback/knowing I've entertained some people.

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Cinder casts a sidelong glance at her 'partner' looming over the prone Schnee, blade of light raised over the child's head. "Now, I specifically remember you telling me that you were more intelligent than your predecessor. More competent. Was that a lie?"

The blade flickers out, and the tall, prideful Fallen turns to glare at her from behind his mask. He puffs up his chest, arms drawn back like a mindless beast. "What are you blathering about?"

"Perhaps you could enlighten me as to why you are trying to intimidate unconscious children. We have what we came here for." She replies, entirely unimpressed by his bluster and posturing. There is a time and place for such theatrics, namely when your lessers are at least conscious.

He growls, stalking across the chamber to stand directly in front of her. She holds her ground, what is visible of her face carefully impassive. Both Hazel and Tyrian outstrip the recently promoted Fallen Angel in power and menace. But only barely. He opens his mouth, likely to offer some flimsy reason for his desire to eliminate the downed Huntresses-in-Training—

The sound of the elevator dinging and its doors sliding open but goes entirely ignored by the pair, the rest of the tower is empty.

"We accomplished our goals here, it is time to leave. A break-in to one of the most secure buildings in the Kingdom will be suspicious enough. The fact that only the guards were taken will compound that suspicion. If we leave two dead children, one of them the Schnee Heiress, the other the niece of one of Headmaster Ozpin's pawns, the manhunt will be immense. And the resultant increase in security will make both of our masters' plans completely untenable."

"Masters with plans, really? How boringly cliche. What, are you planning to take over the world?" The male voice draws both of their attention to the sole means of entering or exiting the top floor of the tower.

Their senses failed to alert them of the—Those were definitely not Grimm. A horde of shadowy ghouls with glowing eyes rushed them from the elevator entrance. The two were instantly on alert. The shadowy figures were easy enough to dispatch with clean cuts, but they somehow kept coming. Before the two could counterattack, the still-open elevator, noticeably pitch black, lashed out with a funnel of pure shadow knocking the sinister pair away from their victims, cracking the glass of the windows.

Irritated, both Cinder and Suriel size up the interloper.

A tall, black haired, slender young man leisurely walks towards them from the still open door. Clad in a deep purple, brown-trimmed uniform, wearing sunglasses and a scowl on his face. Dozens of blade-tipped tendrils of shadow slowly crept from behind the interloper and towards Suriel and herself as he advanced.

This...Wasn't a Huntsman-in-Training. Not one any of their subordinates have taken note of on campus, at any rate. Least of all with such a powerful Semblance, if that is even what he's wielding. One of those...Sacred Gears perhaps? Whoever this was, he was clearly skilled at concealing himself. The assailant stops between them, Schnee and Rose, scowling almost intimidatingly. Almost. 'Honestly. Who expects to be taken seriously when they wear sunglasses at night?'

"Cao Cao told us that we would find a new type of monster and schools for heroes here, but I suppose it was inevitable to find Fallen Angels stirring up trouble, and the groupie sluts who've given up on their humanity to serve them." The blades surge closer to them, a dozen or so more slithering their way out of the shadows. "Now, back off. I'd say these girls are worth more than the two of you any day."

What. Did. He. Call her? Suriel glances at her, snickering under his mask, the slimey wretch.

The Fallen nearly compromises their mission further as he takes a half-step towards the tower's most recent intruder, clearly readying himself to strike. She rests a hand on his chest, seething, but reasonably level-headed. "We have what we came for, you fool. If this meddler wants to play hero, so be it. He's an insignificant and unnecessary complication we have no time for tonight." The youth's scowl turns even darker as the surrounding shadows churn with his agitation. Touched a nerve then, good.

Her accomplice looks far from happy, but he throws his right arm out to the side and with a snap a dark orange transportation magic circle flares to life beneath them.

"What're you doing, Con? Forget about them, get the girls!"

An unfamiliar young female voice called out. Cinder turned to see…Another magic transportation circle? She was unable to see who it belonged to–In a blinding flash, the empty CCT terminal room is replaced by a dirty, dusty, reasonably well-lit warehouse.

Both of them slide their masks from their faces, Cinder tossing hers to the ground, while Suriel shreds his with a handful of tiny blades of light. Salem's everproud agent finds herself frowning thoughtfully as she tries to identify who had intervened. And apparently was in possession of teleportation magic. Suriel had done a far better job of informing her on the Devils, Angels, Fallen and supernatural world than his predecessor had, but she still finds herself wishing she had more to work from.

New Devils from outside the Kingdom, perhaps? No matter. She would inform Torchwick, Taurus, Emerald and Mercury to keep an eye out. They can be dealt with when the time comes. The arsenal they are building will ensure that.

The Half-Maiden makes her way to the quartet of shipping crates sitting along the right wall of the building, opposite the small, abandoned office. When she reaches the nearest crate, she rests her right arm on it, willing the Grimm that had replaced the marrow of her right arms long bones to wakefulness. She barely winces at the now familiar sensation of the creature pressing into the heel of her palm, slicing the skin open from the inside so that it can slide through the gap in the crate's door to more directly relay her will to the beasts within.

Behind her, the warehouse's sole working freight door grinds open. Her orders given, she turns to watch the panel van trundle into the building before its engine shuts off and the door starts rattling shut again. She turns to face it, barely repressing her disgust at the company name: 'Mango Maurice Mauve's Custodial Services' emblazoned gaudily on the vehicle's side in the colors of its now dead proprietor's name.

A few of Torchwick's personal thugs hop out, clad in the company's plain jumpsuits, mostly an eye-hurting shade of mango, with hideous mauve trim. One of them slides the van's side door open, revealing the text 'Make More Money' in the same color and style as the logo, and their haul of Atlesian soldiers, all trussed up and still unconscious.

The dozen captured soldiers are hauled out of the van and lined up by the quartet of thugs.

"That's all we need you hoodlums for, at least for now. Get back to your ringleader." Suriel sneers at the hired muscle when they start loitering near the trussed up soldiers.

One of them, the leader of the small group, probably, shrugs uncaringly and unzips his jumpsuit, revealing the black, orange pinstriped suit Torchwick dresses his new little gang up in. He makes his way back over to the van, plops a plain black bowler hat on his head, clips a sheathed cleaver and holstered hand-cannon to his belt and makes for the main door. The rest of the thugs follow suit, and Suriel locks the door behind them. Clearly he is as grateful to be rid of them as she is.

Now for the second important task they are to see to this night.

With the only way in or out secure, Cinder opens the door to the shipping crate while Suriel starts knocking the helmets off of the soldier's heads. The Grimm that floats its way out of the crate looks like a human skull, bereft its lower jaw, upper teeth all dagger sharp canines. A bare minimum of Grimm flesh covers it, and attaches it to what looks very much like a spinal cord, from which a diminutive pair of tattered, patchily feathered black wings hang limply. It moves far faster than she would have expected of such a piteous creature.

She gestures at the leftmost captured soldier in the line, and the diminutive skeletal Grimm flits over to the prone man, it hovers for a moment, positioning itself above the face-down man, then slams into him. He jerks to wakefulness as the reptilian fangs bury themselves into his forehead, and the spine-like portion of the Grimm sprouts knife-like limbs that lance into his back and pull the creature tight.

The captured soldier's scream goes silent after a moment. His back arches, pressing his stomach into the dirty concrete as his eyes seek the ceiling. Almost as quickly as the Grimm had affixed itself to the captive, it had started shifting. Its 'head' morphing into a bone white skull cap, the spine stretching down to mirror the man's own spine, the wings traveling outward and growing larger, almost to scale with the creature's body, though still patchy and limp. Where the Grimm had connected with the man, that Cinder and Suriel can see, white flesh now replaces the man's healthy pinkish hue, thick black veins weaving a patchy network even beyond the white skin to cover, presumably, his entire body.

The hybrid blinks, and the man's sclera, irises and pupils are gone, replaced by solid Grimm red. The once healthy, well-fed frame of the man appears diminished. Not quite emaciated, but close, if the way the creature's uniform hangs from its body after it lurches to its feet is anything to go by. The soldier's gloves are tattered at the fingertips, which now end with pale white boney Grimm talons. It snarls, shoulders slumped forward, baring the fangs now resting where human teeth had been less than a minute ago. It then lunges at Suriel with a growl—

"Halt!" The Fallen Angel barks, and the hybrid stumbles to a stop, nearly falling over from the action.

Cinder waves her hand at the far wall of the warehouse. "Wait over there until we call for you." The thing grunts, and trudges away from them with an uneven, slumping gait.

Cinder snaps again, repeating the process of calling forth one of the parasitic Grimm, and directing it towards the next soldier in line. This soldier doesn't even manage to make a sound as the Grimm affixes itself to his back. His silent scream drags on for nearly five minutes, before his body falls limp. The stench of excrement begins to fill the room as a puddle forms under the perfectly still body, the Grimm slowly evaporating to mist from its perch on his back. Ah well, it was not like they didn't have spares.

They repeated the process ten more times, and are left with eight mindless humanoid Fallen-Grimm hybrids, and four corpses. "Better than Lord Dummah had expected." Suriel notes. "A two-thirds success rate. Though, we don't know how a conscious mind, or a more damaged body will affect the transformation."

Cinder shrugs. "I suspect resisting will make it more likely to kill the Grimm and host, but they should work for our purposes. Be a dear, Suriel, and unlock the container we have the other prisoners in."

The Fallen tersely nods before making his way to the crate they had stored the stolen Paladins' guards, and a quartet of Lionheart's 'offerings' in. Each of them have their hands locked in Aura-restrictive cuffs behind their backs, gagged and blindfolded. It doesn't take overly long for Suriel to have the sextet lined up in front of her, facing away from them.

"Break the Auras of the three on the right." The black-clad young woman orders.

Suriel lets out a huff, but sets about his task. He taps a trio of buttons on the cuffs of the three prisoners she had requested. The fools each grunt in pain as arcs of electricity begin to play across their bodies while Suriel steps away from them. The display doesn't stop until a flare of color indicates their Auras had broken. By the time Suriel is standing at her side again, she has a Parasite for each of the prisoners waiting.

With a gesture, she sends a Grimm to each of the test subjects.

The prototypes latching on to their designated victims, the struggling and groaning, all of it feels quite rote already to Cinder. Of the three they had left with their Auras active, one is slumped over dead by the time the struggling, mostly, ceases. Another of those they had left with their Auras is straining and growling against his bonds bestially, as is one of the captives Suriel had broken the Aura of. The remaining three all are awkwardly shifting about, clearly trying to sit or kneel.

Cinder sashays over to the rightmost of the test subjects that are trying to sit up. A tanned woman, long tresses of dusty blonde hair flowing out from under her new bone skull cap. She pulls the ball-gag out of the restrained hybrid's mouth. "What are you trying to do?"

"Sit." The woman answers plainly and immediately, twitching her newfound wings. They are less patchy than those of the bestial hybrids, and, considering that they aren't hanging limply, might just be functional.

"Why?"

"To wait for orders."

Cinder feels a smirk tug at the sides of her mouth. "Orders from whom?"

"Masters." The creature replies, voice even, almost emotionless. "Like you, and the other here."

Letting the repressed smirk bloom into a full smile, Cinder unties the blindfold, and releases the cuffs. "Can the three of you keep the others in line until you are needed?" The child-like hybrid nods, adoration on its face as it fixes its eyes on Cinder. Perfect. Like Emerald, but far less needy. It will serve its purpose well.

Cinder takes a moment to scan the freshly transformed woman. Her irises and pupils are a vibrant, baleful Grimm red, though her sclera are a natural human white still. That, in addition to the healthier, usable wings and child-like intellect seem to be the only differences between the bestial and reasoning hybrids. Not bad for cannon fodder.

"Good. Make sure those we send to feed you do not see you." She turns to Suriel. "Come, we have a charade to maintain."

Suriel leers at her, she hadn't replaced her infiltration outfit. "And just how far are you willing to go for the cause?"

She cuts a glare at the Fallen Angel, ignoring how her skin crawls. "If pressed, you will reveal that I am not a vocal lover, and in return I will let it be known that you were, adequate, should our supposed peers demand details from me." He returns her glare at her response, but that is a non-issue.

Should she need release of that sort, she has two perfectly loyal, obedient pawns to attend her. Besides, if Emerald and Mercury had yet to earn such a reward in months of service, this buzzard's paltry week of alliance hidden behind a disguise is far from enough to even begin entertaining such thoughts.

_-*R-DxD*-_

/The Next Day/

And so he'd made it. His first time on the recently discovered world of Remnant. The blinding light of travel by transportation magic circle fades, and Azazel is now a stranger in a strange land.

Hopefully the dark brown slacks, creme shirt and dark orange suit-jacket would blend in well enough while he's being carted around Remnant. He has the shirt tucked in with its top few buttons undone and suit-jacket hanging open. The ensemble is tied off with comfortable black leather dress shoes, a plain black belt with an ovular burnished bronze buckle he'd had a basic Fallen Angel magic circle etched into. It's big, but not obnoxiously so, and matches well with one of his custom watches. Sure, it tells time and is cast from burnished bronze, but he'd added a few extra features to it. Just in case.

He glances around and can't help but feel impressed. Azazel hasn't felt desecrated grounds quite this aggressive since the darkest days of the Great War. Not quite strong enough to really make him uncomfortable, but impressive for a kid. Especially if it was made without a sacrificial or carnal ritual as his old friend claims it had been.

The Governor-General of the Fallen Angels of Earth closes his eyes and takes a deep breath. He, Azazel, is officially on another world. What was it the man once said? "One small step for man, one giant leap for mankind." Azazel definitely feels that there's change on the wind. Whether for this world or his or both, he doesn't know. But he'd be lying if he said he wasn't excited. So much to discover!

He pulls a compass from his suit's pocket, and starts heading west. Apparently, a transport will be waiting for him. After just over an hour of walking–kid has range–he clears the desecrated ground. He stops almost immediately. He may not recognize the exact type of magic, a rare occurrence, but a reasonably strong individual is somewhere nearby.

His eyes quickly lock onto his quarry. Not bad, but all the same...He speaks his first words since coming to Remnant:

"Hello there, pretty lady."

He chuckles at a small group of ravens after pinpointing the source of the magic. One of them–With red eyes–Goes a bit too still, before fluttering away from its flock-mates in a perfectly straight line as fast as its wings can carry it before disappearing out of sight. Before long the "bird's" energy signature completely vanishes, possibly via teleportation.

Azazel lets out a sigh, his lips forming a small pout. "Well, that was rude. It might not have been the most original line, but I think I deserve better than just being ignored." 'A clever disguise, to be sure, but it must have been hell to get used to,' He muses as he resumes his walk.

Shape-shifting or rather, Transformation Magic, unless it is very high end magic, rarely comes with the instincts of what you decided to turn yourself into. Unfortunately for her she seemed to be garbage at concealing herself beyond her guise as a feather duster. Obviously some parlor trick that she most likely didn't even attain on her own. Whatever that was, it wasn't necessarily tied to that other power he was sensing either. Or not, she didn't stick around long enough for him to really tell. Something to ask about later.

He eventually breaks into a clearing with a beat-up looking VTOL aircraft of some sort, definitely not a helicopter. Its main body is boxy and angular, with thick wiglets connecting conical thrusters to the ships hull. It has a cluster of antennae, relay dishes and what looks like a bulbous radar dome sticking up behind the back right corner of the cockpit. A nasty looking chaingun is sticking out a few feet from under its nose, and a bulbous glass turret sticking up where the ship's tail meets the main airframe, another pair of guns sticking out from it, and a bored looking gunner tapping away at a high-tech phone inside.

The ship itself is painted a faded forest green, with streaks of powdery sky blue scattered seemingly at random from fore to aft. Resting against its open bay door is definitely a Fallen Angel in a loose-fitting jumpsuit hanging open and tied off around his waist that matches the ships paint-job and a plain t-shirt. "Hey! Name's Turk. You the VIP Boss Phan wanted help getting to Vale? At least in a way that looks almost legit?"

He nods, and shakes the pilot's offered hand as he reaches the ship. "That's me. A bit brazen with the wings, aren't we?"

The grinning pilot shakes his head as he turns to mount his ship. "Not really, my turn to be out in the open, and there's plenty of black feathered birds out there. As far as anyone not in the loop is concerned, I'm a vulture Faunus."

Hah! Audacious as hell, but with an easy out like people with animal parts, it makes sense. Azazel approves. The ship shudders to life before smoothly taking to the sky, and is a hell of a lot quieter than he'd expected it to be, with the doors closed at least.

"Nice ship you have here." Azazel offers, not really knowing how long the flight will be, and not looking forward to sitting in what he thinks is the navigator's seat staring at an empty co-pilot's chair the whole time.

The pilot, who had at least popped a helmet on after they got in the air shakes his head, still grinning. "No need to try to flatter me, sir. It's just us tramp freighter pilots still using the Bullhead Mark Two's. All the big freight companies switched over to Mark Three's when Atlas Aeronautics stopped making replacement parts for the Two's a few years back. Plenty of aftermarket stuff still out there though. Me an' Mika got our girl set up pretty good."

Azazel decides not to mention the numerous patches in the armor and sloppy looking welds on the chin gun he'd noticed before boarding. He could appreciate old classics. By a certain definition, he qualifies as one himself. "If it's that old, she certainly doesn't look it."

The pilot shrugs again as the forest gives way to open plains, mountains way off to their right, and a huge city to the left. "That's the trick, boss. As long as you look the part, no Dockmaster in the outlying settlements, or smaller docks in the kingdoms, will ask how many questions you asked about what your manifest says you're hauling. Or, y'know, look too closely at what's actually in the crates."

He pauses as a massive, mostly black condor-looking creature drops down from the clouds headed directly for them. Turk thumbs a button on the control stick, and a low bass rumbling shakes the entire ship. Moments later a deluge of bright yellow-orange tracer-fire tears into the beast, shearing off a wing before a few rounds hit the beast's head.

Azazel furrows his brow momentarily. Some kind of divine construct? Felt more than a little nasty before it got gunned down.

As the monster starts tumbling towards the ground trailing wisps of black smoke, the pilot, still perfectly calm, continues. "Not that we need to worry about that when we're just giving a civilian a lift for a friend, right?" He offers a conspiratorial wink at that.

Azazel snorts but nods, offering the younger Fallen a genial smile.

After a few minutes of silence, he starts prodding the Pilot about the different Grimm. The one he had just seen, a Nevermore, being the most common flying type, followed by a smaller, far more annoying species that are essentially giant hornets called Lancers. Others called Sphinxes, Manticores and Griffons are more dangerous, and less common threats the crew of the tramp freighter he's riding need to worry about.

And that was just the tip of the iceberg. There are other flying types, but none that the ship's crew had encountered themselves.

Yeah, the Grimm come in all sorts of shapes and sizes, gossip from people living with the threat daily being far more telling than an old friend's quick description. Apparently there are even a few dragon-shaped Grimm. Rumors of them at least, since no one lived to tell about them. Lovely. Though if no one lived to tell the stories, where did the rumors even come from? Azazel knows all too well how that works.

Poor folks of Remnant probably have no idea they have some sorta dark god out to get them, if what he sensed from that 'Nevermore' is accurate.

Mika soon launched into a decently funny story about how they had managed to goad a Winged Beringel–A freaking flying monkey, well, ape, of all things–into spending the entirety of a three day run from Atlas to Vacuo chasing them, after his husband, the ship's captain and pilot, had run out of flying Grimm to talk about.

The story keeps the three of them entertained for the long stretch of flying with nothing but open ocean beneath them, and reveals to Azazel that Mika is actually the co-pilot, and that their usual gunner is currently on her honeymoon.

At least the story had kept Azazel from being able to dwell on how nervous he should feel right now. Making peace with others was always something to strive for. And from what he's heard, Remnant could certainly benefit from at least a little more help.

The story winds down just as the ship starts angling downward not too long after an island comes into view. It doesn't look particularly big, but it's decently built up along its eastern coast. A large blocky building and crescent of towers with what looks like an arena of some sort at their center being the first distinct structures he can pick out as they make their approach toward the landmass.

"Maiden of Mercy Medical Center," Turk points out, indicating the larger building. "And Signal Academy." he tilts his head to the collection of towers around the arena. "Best hospital on Remnant for rehab, prosthesis fitting, and generally getting Huntsmen and Huntresses back on their feet after a close call with the Brother of Darkness; and the foremost Combat School in Vale for getting kids into an Academy, respectively. Though I prefer the sights around Pharos Academy, myself."

Azazel waited for him to continue before glancing at him curiously when the impromptu recommendations suddenly stopped. Turk just shrugs. "Not much else on Patch, honestly, but it's a great stopover if you wanna get to pretty much anywhere on Sanus without where you came from being too easy to trace. And if you have your ship modified right, Solitas or Anima aren't entirely out of the equation. If you don't mind painfully long flights, that is."

The Bullhead sets down smoothly at what looks to be a pretty busy airship dock. "This is where we part ways then?"

The pilot nods. "Yup, I've got a cargo run out to Vacuo lined up, and our mutual friend has you set up with an official flight to Vale on one of Beacon's own Bullheads."

They say their goodbyes and Azazel hops off of the ship ad starts wandering the docks.

With most of the airships being VTOL, there aren't any runways, but there were landing pads, access roads and footpaths far as the eye could see.

From the air he had been able to make out the layout easily enough. A massive octagon, with a control tower at each of the cardinal and intercardinal points. Broad, four lane roadways divide the place into eight identical wedges, and are busy with airships taxiing between the landing pads and hangars; and shuttles or trucks moving people and goods. The outer edges are dominated by landing pads big enough for hulking passenger liners and freighters, but the lion's share of Patch's Airship Dock is clearly geared to ships the size of Bullheads and other smaller sorts of airships.

More than a few shuttles are headed towards–and away from–the hangars and terminal, but he waves away the ones that slow for him. Plenty of other people are moving on foot. Most of them aren't dressed all that different from the styles of Earth or even the Underworld, though there is a smattering of particularly gaudily garbed, frequently armored, and all armed individuals mixed in. Everyone but their peers seem to be leaving them a respectful amount of space, so Azazel does as well, blending in with the throng of humanity seamlessly. Some of the landing pads have hangers next to them.

The biggest of the outlying hangars probably can't house more than three ships, and most of the single ship hangars have anywhere from two to eight different emblems emblazoned on them. The single ship hangars almost all have living spaces tacked onto them.

Kids with toy weapons are running around, all of them as mindful of the incoming and outgoing traffic as they are their friends and the roads. Teens and Tweens with training weapons or what look to be the start of the sort of gear he had spotted on what he had guessed were Huntsmen can be spotted sparring with each other, lazing around, or being run through drills by oldsters and what are probably relatives or relatives friends sporting prosthetics or missing limbs.

Moving around or through the youth are ground crews, people wearing pilot's jumpsuits and the greasy shop shirts or overalls of mechanics; but most of all, plain civilian clothes. The sort of thing you expect someone to toss on at the start of a Saturday when the to-do list is a mile long and every place you need to run to is half the city away.

The bigger hangars dotting the actual landing fields mostly look like smaller companies' private landing pads, vehicle storage and central offices rolled into one. Just about all of them have at least a company name or logo on a sign, painted on to the hangar door, the landing pad or all three.

For the most part they're busier, but, look less lived in. And a bit snappier looking, but Azazel is willing to admit that's probably his own aesthetic tastes. Converted and cleaned up shipping crates just make better and more comfortable looking offices than homes. A few of the bigger hangars look to be mechanics, but those are few and far between out in the landing fields.

At the edge of the small city of hangars and warehouses he has to pass through to get from the landing pad to the terminal another quartet of control towers, shorter and wider than the outer towers, rise above the low skyline. Each of the inner towers is positioned so that it is directly behind one outer tower. The outer towers without an Inner behind them have two inner towers equidistant from them.

Passing through the hangars, it becomes clear just how busy this supposed 'backwater, no questions asked' stopover airport is. The sleekest, cleanest, newest looking ships arriving from the north, a lot of them bearing a snowflake sigil, and the oldest, dirtiest and most worn down airships limping in from the southwest. He frequently has to stop at intersections for long trains of taxiing airships, shuttles and supply trucks, and what are probably fuel tankers–with their angular, oblong twin tanks pulsing lightly yellow and purple from the seams–to roll past.

More than a few of the buildings have been converted into bars, restaurants, and shops instead of the hangar bays or warehouses they had started life as. He spots at least two hotels and an apartment complex as well. Hell, more of the people on foot look like they're just running errands or going about their daily business instead of trying to catch a flight somewhere.

Azazel had ended up spending almost ten minutes stuck standing next to an almost thuggish looking, blushing teenage boy in a tracksuit holding hands with an equally embarrassed looking rabbit-eared girl in a school uniform leaning into the guy as over a dozen packed shuttle buses had darted down the street they were waiting to cross at one point.

Head still more or less on a swivel, taking in the sights as he walks, he spots a small, familiar black shape zipping through the mostly open skies out of the corner of his eye. The moment he gives it his full attention, the blur coasts for a brief moment before it frantically flaps away from him. Again, not long after leaving his line of sight, the strange dual magical signature of the feather-duster blinks out. Azazel can't help but raise an amused eyebrow at the shapeshifter's antics. What a strange lady.

He passes under a series of skywalks connecting and interconnecting another trio of control towers to a massive central control tower that dwarfs all of the others in height and size springing from the blocky, concrete and glass central terminal. The smaller towers are laid out in a triangle so that each of them is equidistant from two of the shorter, stockier towers at the edge of the part of the docks given over to warehouses, hangars, and the infrastructure needed to support the miniature cities population. The slender spires, and massive central spire are all hexagonal, with steep, brightly tiled roofs are artfully buttressed with inset gothic styled windows running up their lengths across several levels each until they reach the upper observation decks.

The skywalks are supported by broad, sweeping, and similarly decorated arches. Each pillar looks like it serves as an octagonal elevator shaft, a single elevator for each face. Each pillar has enough parking space for a handful of taxicabs and shuttle buses, and are incredibly busy.

Beyond the faux-metropolitan stretch of hangars, warehouses and the sky-walk and control towers that delineate its end is what looks like a bustling open air bazaar. Though he sees more booking terminals, some dressed up with companies colors and slogans, others clearly 'for rent' and manned by bored looking flight crews with a ship name or logo having been hastily slapped up alongside rates, than vendors or shop stalls. The press of humanity is at its thickest here.

Azazel would bet his weight in gold that more than half of the half-murmured transactions taking place as he moves past are less than legal. 'Despite this world being under constant siege by an endless horde of soulless, implacable monsters, it seems things aren't going too terribly for its inhabitants.' He can't help but muse as he finally reaches the central terminal building.

The interior is nicely air conditioned, clean, coated in add-space, and packed to the gills with fast food joints, big chain convenience stores, pharmacies and everything else you would expect from an airport, but surprisingly less busy than the open air space being used by the smaller companies and tramp ships; and even less so than the warehouse-city that had preceded it.

It doesn't take long to find an information kiosk, or locate where the 'Academy Service' can be found out by the landing pads. He sets off into the docks northern section, seeing much of the same as he walks back through the bazaar, hangars and finally landing pads.

The Academy's landing pads are set in a rough ring around a big octagonal hangar. Only one landing pad has a Bullhead waiting on it with an incredibly bored looking guy in a snappy black and forest green jumpsuit leaning against its hull, tapping away at his scroll. "You Azazel Grigori?"

"For today, at least." He quips back, enjoying the bit of cheeky humor the pilot would assume is just a lame joke. You can never go wrong with the truth, after all. The pilot just jerks his head at the passenger compartment and climbs into the cockpit. As the Bullhead rises into the sky, Azazel can clearly see the three westmost service roads for the airship docks emptying into the city proper. It takes up, at best, a third of the island. A way's out from that a rough ring of smaller villages are visible from the sky.

Otherwise, the island is dominated by wild, untamed forests. Likely not out of consideration for nature, but those pesky Grimm. The very edges of civilization are probably cabins of some sort, and likely inhabited by Huntsmen or Huntresses, along with their families, if they've got them. He can barely make out the lines in the forest hinting at the roads leading to the tiny buildings before the Bullhead turns to the east and he loses sight of them altogether.

The ride is utterly silent, and only takes an hour or so. Perfect for day trips, if the fare for a Bullhead to Vale isn't too expensive. When Vale finally breaches the horizon, it's all he can do to resist letting out a low, impressed whistle.

The core of the megalopolis stretches from the coast at its western end to the mountains and walls sealing it off to the east and south. A wide band of farmland dominates the space between the southern mountains and where the kingdom's core metropolitan region fades into suburbs.

Situated at the kingdom's northeastern tip, a fortress-like structure stands solitarily on a cliff-side, overlooking the rest of the kingdom. The springs feeding the river that bisects the kingdom form a small lake at the base of the fortresses cliff, and the land behind it quickly fades to vibrant green forest valleys quickly, though those give away to even more spectacular red and orange leaved forests to Vale's north.

Then the airship swerves, sweeping downwards, and before long it is on the ground in Vale's airship docks. These are more what he had been expecting from Patch's docks. Wide open spaces, big passenger airliners and commercial cargo ships taxiing to and from the long, spider-like protrusions that serve as departure gates jutting out from a big, blocky building. The bigger airships aren't quite as nimble as the Bullheads and other smaller craft he's seen, and need runways to lift off. All of them are clean, and painted in company colors.

The Bullhead he'd been riding on taxis into a large hangar where just about a dozen others of the same sleek design. The pilot grunts at the open door with a nod, and Azazel takes the hint, stepping off the ship just in time for a shuttle bus to roll through the mouth of the plain white hangar bay.

The ride from the hangar to the main building is uneventful with the different groups chatting amongst themselves. Stressed-looking businessmen and families who probably live out in the middle of nowhere if their patched and frayed clothes are anything to go by. The main Airship docks are, once again, more of what he expected, vaulted ceilings, more or less clean floors and walls, regular announcements over the PA system, and loads of busy, stressed people.

The one exception to what he would consider normal, of course, are the armed individuals roaming the mass transit hub freely and unmolested by security. Sure, their weapons are probably locked in the sheaths and holsters carrying them, but that doesn't do much for the surreality of it. Bypassing baggage claim is nice, but it does earn him some strange looks, maybe he should have brought a suitcase or something with him. Well, whatever, no helping it now.

A line of drivers, assistants and middle management peons are waiting just past baggage claim, and one picks him out fairly quickly. Dressed in light gray slacks, a black suit-jacket and white dress shirt with a smiling face and long blond hair "Governor Azazel?" The twenty-something looking, but definitely older Fallen prompts after trotting up to him, careful to avoid anybody overhearing.

He nods. "Got it in one. Guessing Headmaster Ozpin sent you to get me the rest of the way to Beacon?"

Azazel accepts the offered hand at the kid's affirmation and gives it a firm shake. "I'm Rojoa Karat. Started as a Teacher's Assistant for Professor Port this year, so I'm the one they sent to pick you up. The car's this way." The blonde chirps before turning to lead him.

The drive takes longer than all of the flights combined, even with a clear native driving them along back streets, through shortcuts, and generally doing their best to avoid traffic. It does give him a pretty good feel for the city however.

Some slums, a few districts with more armed people than unarmed laid out like strong-points with more bunkers and fortresses than common sense. Markets and garishly colored and decorated entertainment districts. Red light districts that set Rojoa going a mile a minute about which brothels were the best in each. If the kid is as serious as he seems about them, Azazel might wanna check out a few later. The only real constant the elder Fallen Angel can spot is the wide berth most people going unarmed give the brightly colored, armed and armored Huntsmen and Huntresses going about their business.

For a city bottled up between mountains and coastline, filling the gaps with walls tall enough to put China's Great Wall to shame under constant siege from nightmare monsters drawn in by negativity–if Phanuel and his pilot subordinates hadn't been exaggerating–the people are surprisingly calm.

As the sun shifts more to orange than yellow and the sky loses some of its brightness while the afternoon begins to die, the car rolls to a stop along the banks of a river. A handful of ferries are moored to either bank of the river, but most of them are floating out by a massive ringed port at the base of the cliff. A large hollow ring at the ports center allowing the myriad waterfalls feeding the small lake and river to splash to ground level unobstructed.

The car rolls into a garage situated between the docked ferries and a cluster of landing pads. A Bullhead lands just as Azazel steps out of the garage. Rojoa locks the car, and not too long afterward, a cluster of teenagers in what are probably Beacon uniforms pile out, laughing and chattering amongst themselves. Upon spotting him and his guide, one of the teens darts over to them. "Umm, Professor Karat, do you think you could answer a question real quick for me? If you aren't too busy, that is."

"Just Rojoa is fine, I'm only a T.A., after all. Shoot." The disguised Fallen Angel replies, still grinning.

The kid, probably eighteen, nineteen at the oldest, perks up a bit at that, looking a little more confident. "Thanks! You see, my team has a mission in the wilderness way up in northern Sanus, and I know that you can get some Grimm more common to Anima up there, and I was wondering if what Professor said about Beringals and–"

Rojoa cuts the kid off with a long, groaning sigh. "No, kohlrabi will not in any way, shape or form improve your chances of success and staying healthy. Their scent isn't at all similar to the pheromones Beringels emit during their mating cycle as, being Grimm, they do not mate." He pauses. "Unless you just really like kohlrabi, then I guess it could be a sort of morale boost to have some with you out in the field."

The kid blushes at that, looking even more sheepish than he had when he jogged over to them. "Oh, right. I, umm, forgot?" He forces an awkward chuckle, and isn't meeting either of their eyes. In fact, he's looking anywhere but at them now.

Rojoa reaches forward to pat the kid on the shoulder. "That's one of Pete's better stories, don't worry. I kind of wish it were true, too." He nods and dashes back to the other three teens, gesturing at them, and probably relaying what their T.A. had just informed him.

As the leader of the Grigori and Rojoa climb onto the ship they had just vacated, the smallest of them, a tiny slip of a girl with bright, poofy orange pigtails and a swishing, animated cat tail shouts, "That was half our reason for going into Vale today, you idiot!" loudly enough they can hear her over the airships engines as it lifts off, gesticulating wildly at her blue haired friend.

Azazel can't help but chuckle at the prank the professor had pulled on his students. Harmless little things like that aren't even really an abuse of the professor's position, since it encourages the students to think about what they're told instead of just blindly accepting it.

His final Bullhead ride for the day is a quick hop, and he has to say, Beacon is a hell of a lot more impressive up close than the glimpse he'd gotten of it during the final approach to Vale. Rojoa points at the tower rising from the Academy's central building. "Headmaster Ozpin, General Ironwood and Professor Port are waiting for you in the Headmaster's office. Top of the tower."

The T.A. pauses a moment before paling. Rojoa then shoots him a pleading look. "Think you could find it yourself? I still have a mountain of essays to grade. All the transfers here for the Vytal Festival are making my life hell." Azazel nods, and, with a lazy half-wave/half-salute ambles towards the main building.

The kids they had passed down in the city must have been some of the transfers Rojoa was talking about, because the white and gray uniforms they had been sporting definitely aren't the norm. And he's pretty sure that between the skirt half the length of the other girls he spots in the same uniform, lack of tights and sleeves on her jacket, which she had had open instead of buttoned up, the ginger cat-girl is in trouble for hers a lot.

Azazel halts as for a third time he senses the, by now, instantly recognizable magical signature before turning his head to see, as expected, the same red-eyed corvid perched on a nearby lamppost. She notices his presence at nearly the exact same moment, and freezes in place. Again. "Well, well, long time no see. You gonna at least give me a name? Third time's the charm."

The raven's response is a prolonged caw that he swears sounds like a frustrated woman's shout. She then flutters off again, leaving Azazel to snicker to himself. Once is happenstance, twice a coincidence, but three times in the same day? Clearly, he'd stumbled into the nameless shapeshifter's territory. Or at least a region she has a vested interest in.

At least she doesn't seem so territorial that instead of taking a stand and fighting, she chose to run from him . Not that he wasn't certain he could beat her in a fight. Though, the mental image of a bird shifting into a human to tackle him point blank is enough to force him to bite down the urge to bark out a laugh. Even if it is more than a bit self-deprecatory to imagine himself getting caught that flat-footed.

The elevator to the top of the central buildings tower is easy enough to find, though Azazel feels like he's in a palace instead of an educational institute with how richly the building is appointed.

When the elevators doors roll open to reveal a wide, mostly unappointed room in gentle gray with a large set of decorative clockwork set into the ceiling. The back of it is dominated by a broad stretch of floor to ceiling windows. A curved desk sits centered in the room, closer to the windows than the elevator with a spider-like chair behind it. Atop the desk are several large pitchers of water and a pot of what he assumes is either coffee or tea and several mugs arrayed around them. Boring, but practical for a meeting like this.

A silver-haired man in a trim black suit, forest green vest and small wire-frame spectacles perched on his nose in front of way-too-old, rather tired brown eyes.

To his right stands a middle aged man in a neatly pressed and well fitting long jacketed uniform. Between the glove, small metal forehead plate on his right side, and his too-perfect parade rest stance, Azazel would wager a few of his Artificial Sacred Gears that he has numerous prosthetics.

To the left of the seated headmaster is, to put it plainly: a fatass. A fatass in a garish red suit that probably fit him well a decade and a hundred pounds ago.

Still grinning, he saunters through the cavernous office to plop down in the seat on the opposite side of the desk. "Headmaster Ozpin, General Ironwood, it's a pleasure to meet you." He opens, offering a nod and a warm smile to the two men. "Professor Port, right? I'm sorry for interrupting what I'm sure is a very important meeting, but, well, I have an appointment, so I'm guessing you don't. And mine is rather hush-hush, you understand?"

"Oho!" The–correction: pompous self-important–fatass exclaims, wiggling his bushy mustache. "And how certain are you that I don't have a place here as well? Hmm?"

Azazel barely suppresses the urge to scoff. Pissing off potential new allies without reason isn't what he's here for. "Okay, maybe you had an appointment. But mine starts now, and the only other person who's supposed to be here is an old friend of mine, and you aren't–Ah Hell, wait. Don't tell me..."

With a shimmering heat haze, the fatass melts away into Phanuel, hair down to his shoulders again, still fighting fit, his stupid porno stash now grown out into a fu manchu, wearing a tasteful, fitted crimson suit and a lot more powerful than he'd been when Azazel last laid eyes on his old friend.

Azazel can't help it. He falls out of his chair, wheezing and laughing. General Ironwood looks bewildered by the so-called wise and immortal being's antics; while Ozpin has a vaguely resigned expression on his face. With a hint of poorly suppressed amusement mixed in. Phanuel just smirks, the cheeky bastard.

Yeah, he must really look like a childish idiot right now, but he really can't bring himself to care.

It isn't just that the tired, despondent torpor that had hung over Phanuel for the last few decades they'd known each other before he disappeared along with a solid sixth of the Fallen Angels in existence at the time is gone. Nor is it the purposeful, driven light behind his eyes being back, or the fact that he had disguised himself as a fat idiot. It isn't even that he'd honestly pulled a fast one on him.

It's that Azazel has the perfect counter: "You know, with your hair long like that again, I think Asheal might give it a shot if you want to get back together with your ex."

Phanuel's smirk completely drains away, and his skin goes white. "No. Absolutely not. Keep that crazy bitch away from me, Azazel! The things she's into, that she wanted to do with me, to me...!" He shudders as he trails off.

Azazel waves him off. "Fine, fine. I'd say the centuries have been good to you, but it's been a bit more than that for you, hasn't it?" Finally taking stock of his old friend's power now that he isn't hiding it, and finding himself honestly impressed. He isn't on the same level as himself, but he's definitely an order of magnitude stronger than he had been when they last spoke in person. He'd sure be a force to be reckoned with if he had to fight to defend his chosen homeland. Not that Azazel was planning to muscle in. That'd be rude.

Before Phanuel can respond, Ozpin politely cuts them both off. "I hate to interrupt, but I believe we have matters of greater import to discuss. I'm sure the two of you can catch up on lost time later on."

Azazel straightens out his suit, and reclaims his seat, finally taking a closer look at the man–No, wizard–with rather depressingly tired eyes. 'Geez, and I thought Michael looked harried the last time I saw him. At least, before he came into his own, however short a time ago that was.'

Magically, this Ozpin was definitely less than Phanuel or even the mystery 'raven' from earlier, if only slightly. Speaking of which, Lady Raven-Tail's two flavors of magic were actually similar to what he was currently sensing. Too similar to merely indicate the same style.

It would certainly explain a thing or two... If Azazel could put what he felt into a single word it would be that Ozpin feels... Deflated. Like he was once a hell of a lot more and has been slowly drained with nothing being done to replenish him. Something doesn't add up, though. Forking over a measure of magic power to someone else wouldn't necessarily be enough to do that on its own. Not for the amount he'd felt. But, first things first.

"So! Where did you gentlemen want to start? What's been happening with the Three Factions, or bringing me up to speed on what's on your plates? Aside from a limitless horde of nightmarish monsters and racial tensions over people with animal parts." Azazel drawls nonchalantly.

Phanuel offers him a wan smile. "Why don't we start with the Three Factions, Azazel? Forgive me, but I may have gotten a few details jumbled or outright missed them thanks to the bombshells you decided to drop on me."

"Whoops." He shrugs apologetically. "Just as well to kind of start over. It was a hectic time, so I can't be super specific with dates. But less than half a century after you made the smart choice, God and the original Great Satans were dead."

Phanuel waves his hand at Azazel as if trying to physically move the discussion ahead. "Yes, you mentioned that when we arranged this meeting." While he didn't see eye to eye with everything involving Heaven and God, hearing of His demise once again isn't any easier to swallow the second time around. Having taken centuries to get used to that himself, Azazel understands perfectly well.

"Easy, Phan, just trying to keep a cohesive story, especially for General Jimbo there." Azazel nods at the General, who blinks in disbelief before his face takes on a look of pained familiarity. "Ahem. There was a major incident that occurred before that which contributed to our cease fire. You remember Ddraig and Albion?"

Phanuel's expression twists, and he bites out a terse affirmative, elaborating for the two other occupants. "Ddraig, the Red Dragon Emperor and Albion, the White Dragon Emperor were dragons of astounding power even amongst their own kind." James shakes his head slightly mouthing 'dragons,' clearly struggling to process that other worlds have actual dragons, and, by extension, other mythical creatures. Ozpin keeps his face carefully blank, opting to just listen to his old friend. "Albion was infamous for his extremely powerful poison, supposedly able to kill even Gods; whilst Ddraig possessed great flames that could theoretically reduce nearly anything to ash and dust. They were known as the Two Heavenly Dragons for the greater level of power they forged because of the rivalry they developed shortly after they first encountered each other. Most sane individuals just left them alone, especially when they were fighting each other, which was most of the time."

"Yep. They got into some pretty nasty fights and they didn't really care about collateral. Didn't take well to interruptions either." Azazel represses a shiver as he recalls his own firsthand experience with that pair's wrath.

Ozpin's gaze darts from Azazel to Phanuel, then back again, recognition glinting in his eyes. "The Three Factions."

Azazel taps his nose. "Not long after Phan left, the Heavenly Dragons fought their last physical fight with each other, then turned their wrath on the Three Factions for daring to get between them since their quarrelling was causing so much wanton destruction that we had to cooperate to get them to stop. All three sides had some serious holes in their leadership afterward. I don't think even God was the same. So with Ddraig and Albion dead, their bodies were destroyed and their souls were placed into, well, let's just leave it at artifacts of great power for now. We'll come back to that subject later. If I let myself get started on that now, we'll definitely be here all night."

"They're already aware of Sacred Gears, Azazel." Phanuel interjects distractedly, ignoring Azazel's pout. Muttering to himself. "God placed even that pair into His miracle items...?" Quickly, he looks back up at Azazel. "I assume you've been keeping track of them over the centuries." Azazel's fascination with God's Artifacts had started long before either of them fell.

The Governor-General nods affirmatively. "That's right. I keep track of as many of them as I can as best I can." Smirking a bit at the enormity of the understatement there. "But let's not get too distracted. So, yeah, after a grand battle with the Heavenly Dragons, the Three Factions didn't really have much fight left in them, and a common enemy had shown that it was possible for us to at least coexist. That line of thought is what enabled the Three Factions to leave each other be after the loss of a great deal of our forces."

Ironwood hummed as he contemplated a supernatural war. "The end result?"

"Well…" Azazel drawls. "Heaven's Hosts fell into disarray. It can be argued they lost the most out of the three sides. After all, without God, they couldn't replenish their numbers, since doing it the natural way would result in falling." The Governor-General shares a smirk with Phanuel to which Ozpin lips and Ironwood's brow twitch. "They were forced into retreat and had to really scramble to maintain Heaven. The Four Great Seraphs had a personnel shuffle; a few Seraphs were demoted, a few others just disappeared. Pretty sure some committed suicide in despair or fell then either fled into exile or just joined up with me under a new name. "

Phanuel asks curiously, "Which Seraph is it that's currently leading Heaven?"

Azazel gestures lazily. "How haven't you guessed already? Michael stepped up in God's place, as the Holy Father always intended for him. Michael was His number two during the War, after all. He always has been the one most familiar with Heaven's system, so now he's sitting on the Throne of Heaven itself."

His Fallen counterpart barks a disbelieving laugh. "God's Number One Brat!? He couldn't do a single thing right without Father holding his hand. Who pulled his golden ass out of the holy fire after that disaster started?"

"Now, now, Phan. Michael's really grown into the role and you can't deny he has the drive to excel in such a high stress position." The leader of the Grigori playfully chides. "Although, he wasn't entirely comfortable in his new role until pretty recently. And, there have been some sacrifices he's had to make in order to maintain Heaven's status quo. Can't have scores of His followers finding out that God's dead. There'd be chaos. On all three sides."

Ozpin averts his eyes while Ironwood squints at Azazel. "And is that why neither you nor the Devils sought to take advantage of their disarray? Covering up your God's death to prevent another war?"

"Partially. There were other variables in play at the time." Azazel shrugs at the General, before reaching for one of the mugs on the headmaster's desk to pour some water out of the pitcher that had been set next to it. Holding the exposition ball is thirsty work. "Let's start with the Devils. You see, God, along with the original Great Seraphs managed to take down, or at least mortally wound, the Four Great Satans in their last dust-up. Lucifer was in critical condition, and Beelzebub had more limbs and organs missing than whole and attached, but could still kind of fight."

The Atlesian General grimaces at that, clearly knowing a thing or two about pressing on in spite of grievous injuries. The Fallen Governor-General continues. "It...Gets more than a little complicated from there and we'd be here all day if I went over every detail, so I'll skip around a bit. Let's just say Devils started questioning their true purpose, and whether being chaotic creatures of nightmares was the sum total of their race's potential."

"Choice is always important." Ozpin intones resolutely.

"Right." Azazel nods in agreement. "Things probably started as debate and discussion, but the Underworld was pretty evenly split down the middle between the old 'fire and brimstone, damn souls on purpose and steal 'em for pacts' crowd; and the calmer, forward thinking hedonists that figured the rest of creation's sentients probably wouldn't try to kill 'em on sight if they mellowed out a bit. Didn't want their allies from the War to abandon them too quickly for their wicked, untrustworthy ways."

"What changed?" Ozpin presses, elbows planted on his desk and fingers steepled before his face.

Azazel smacks his lips after taking another sip of water, before answering. "Ruling as a tyrant only works when you're strong. The original Beelzebub was, less than gentle with his descendants, he'd sired plenty after all. The specific details aren't too important, what the Beelzebub clan told outsiders is probably a lie anyways. Short version is Beelzebub died and Bidleid took over the clan. Something happened to Lucifer. Probably an effort to get that maniac Rizevim to take over the Clan. He wasn't having any of it though, didn't want to rule, and left it all to Bidleid Beelzebub, Tsufaame Leviathan and Damaidosu Asmodeus before disappearing." The Fallen finished darkly, having an idea what the son of Lucifer has been up to after spending nearly a decade now attempting to undo the number the jackass had done on his grandson.

Ozpin peers closely at Azazel. "I take it they were no more gentle in their rule than their predecessors?"

Azazel shakes his head. "Not even close. They went right back to the same intimidation tactics their parents had used on the Seventy Two Pillar Houses. Forced them to stay in the capital of Lucifaad for the sake of intimidation. Began having the so-called cream of the Devil House crop, the Six Houses of Lucifer, start rearming for war with Heaven. Most of the Pillars were content to let the unofficial cease-fire that had started with God and the original Satans dead stand, but the new Satans were hell-bent on war."

"And the Pillars didn't do anything to dissuade them, did they?" Ironwood presses, a scowl on his face.

Azazel spreads his hands in a more or less helpless 'what can you do' sort of gesture. "Not for lack of trying. The Six Houses of Lucifer had the Underworld's only real standing army back then. Plus, with around a dozen of the Pillars' heirs walking home beaten bloody or needing to be carried every month, armed uprising wasn't the most appealing option. The Bael and Agares clans were doing their best to build a coalition to stop the three ruling the Underworld, but had to keep things on the down low mostly."

Ozpin reaches over to the mug on his desk, pouring from the pot of–Huh, unless Azazel's sense of smell was failing, rather delicious smelling hot chocolate, nice–and tooks a sip from it. "What tipped things over from tense to civil war then?"

"One of the Beelzebub descendants with more ego than common sense ordered the members of the Houses that were part of the resistance in Lucifaad to be killed."

Phanuel winces at that. "The ones that were going to fight?" Clearly already aware of what the answer to his question is.

"All of them. Right down to barely affiliated civilians, simply because they could."

With a grim expression, Ozpin nods. "That would certainly be enough to incite a civil war."

Azazel nods back. "And it did. I could bore you with all the specifics, but the end result was the Beelzebub, Leviathan, Asmodeus and Lucifer Houses broken or scattered, along with the Lucifer Six. The Anti-Satan army's strongest split leadership of the Underworld, along with the titles of Lucifer, Leviathan, Beelzebub and Asmodeus between them. No one else in the Anti-Satan army had the clout, power or desire to dispute them at the time from what I've heard. Had to relocate their capital city during the rebuilding process, though."

"And what were your Fallen Angels doing while your enemies were respectively falling apart and tearing themselves apart?" Ironwood prompts.

Azazel's expression turns solemn, almost haunted. "I'd had more than enough of war. I led what was left of the Fallen Angels to carve out a little chunk of the Underworld's wilderness for ourselves." He rolled his eyes as he recalls the resistance to that decision he'd had to contend with. "Some may have disagreed, rather vehemently, but we'd been the underdogs for most of the War. Lowest numbers, least organized. Though compared to Heaven, I suppose we managed well enough in the end. I got enough of the Cadres, leader class Fallen Angels, to agree we needed to take the time to lick our wounds. We withdrew from the War first. That's probably what saved us from getting wiped out on the spot the day the victorious Anti-Satan army came to kick us out of their backyard. Just as well. I haven't interacted with them much but I've heard the current holders of the names Lucifer and Beelzebub are total monsters, powerwise. Being called a Super Devil sounds pretentious, but I'm betting it isn't something regular Devils toss around lightly."

"That's comforting…" General Ironwood sardonically mutters.

Azazel snickers. Looks like the good General has a sense of humor after all. "Fortunately, they don't care a whit about war. Been focusing instead on ways to be better than their predecessors and regrowing their savaged population. Devil birth rates aren't nearly as high as humans, so the Underworld isn't in danger from overpopulation, but they can't bounce back from millenia of fighting wars of extermination quickly either. The current holder of the title of Beelzebub came up with a rather ingenious method to replenish their numbers quickly, expand their ranks without having to wait for them to be battle worthy and still be able to naturally multiply amongst themselves as well as with the new Devils. He called them Evil Pieces."

Ozpin tilts his head slightly, raising a brow as he inquires. "Evil Pieces?"

Azazel tilts his now cocoa-filled mug at the ancient wizard with a mischievous expression. "I won't spoil too much, particularly what the pieces are actually based off of. And there's a lot of Devil socio-political implications involved, but to make a long explanation short, they're what let the Devils reincarnate, well, pretty much any creature, even a dragon, as a Devil. Well, except for gods, of course. Also ties into the Rating Games, a combat competition Sirzechs, Ajuka and the other two new Satans or Devil Kings as they prefer to be called, set up to keep their species from murdering each other into extinction, or an ungoverned mess over pride, honor and their own natural drives. Old habits die hard, after all."

Ozpin leans forward, looking Azazel directly in the eye. "So just to be clear, it's possible for any species to be changed, right down to their soul, into a Devil?"

"Except for gods, yep." The Fallen affirms before gleefully dropping another bomb. "The process even has the side effect of being able to revive a creature from the dead. There are trade offs, however. To name a few: First, the Devil performing the ritual would have to have the power to reincarnate the intended recipient. So no low-class Devil would be able to reincarnate a high-powered dragon. Second, the ritual must be performed within hours of the subject's death at most. All in all, though, I'd say that Ajuka accomplished what he set out to."

Ozpin leans back into his chair, wide-eyed with disbelief. The three are stunned silent for a long while as Azazel basks in their stupefaction with a brazen grin.

Phanuel muses aloud in fascination, "That certainly explains how Mr. Arc is a Devil when his family are all human." He pauses as he shares a glance with the Beacon headmaster. "And how the rest of his team started the year as normal humans, but are now all Devils as well."

Azazel's eyes light up. "Ah, Sairaorg and the Devil Kings' most recent pet project. I was wondering where Lord Bael had hid the kid to keep him from getting assassinated and 'embarrassing him further.' Whole thing pissed quite a few of the Old Satan holdouts off. Not that they weren't already pissed over the Evil Piece System in general. Had to keep the Devils 'pure-blooded,' no interbreeding with humans or any other species. Of course there's also that Great King Faction, a different group, focused more on blood purity than returning to their forebearers' chaotic roots. They're definitely less... Vocal than the Old Satan faction but almost as troublesome for the new guard. Guess the Arc kid was Ajuka's way of telling both groups where to shove it. I can certainly respect that."

"Hmm…Your description of the fate of those dragons did allude to soul manipulation being common practice." Ozpin eventually notes.

"Well, that's one mystery solved, but if I may..." General Ironwood clears his throat as he glances between the two Fallen Angels pointedly. "Phanuel mentioned something called Sacred Gears? I don't believe I got to that particular subject in the supernatural dossier scroll."

Phanuel gives a half-groan. "You just had to ask after them NOW, didn't you, James." It isn't a question. He massages his brow as Azazel gives a wide, devilish grin as he explains his main job, as well as his favorite hobby and pastime on Earth.

In detail, this time. After all, the Grigori were the Watchers of the Children of God, dedicated to the observation, preservation, containment and sometimes elimination of Sacred Gears, and periodically seeing to their possessors' training.

After an hour of him shamelessly nerding out, Ozpin herds Azazel back towards the purpose of their meeting with a concise, simple question. "If I may cut right to the heart of matter, Azazel? What do you desire, what are your goals?"

Azazel draws in a long, slow breath, then lets it escape through his nose. "Peace, and to leave a legacy worth something behind us."

Ironwood casts a probing glance at him, and takes a sip from a hip flask he'd pulled out of his jacket's pocket. Cheeky punk, hoarding the alcohol like that. Azazel's starting to like him. "A legacy?"

"There aren't many Fallen Angels left, despite my best efforts. We're more of a society hanging on from a bygone era than an actual race. Certainly not enough of us to be viable as one, despite being able to procreate where the Pure Angels can't. And actively inciting other Angels to fall to save our own group would start another war. Especially when Heaven is in more or less the same bind we are, just more stable. I try to encourage my followers to form families outside our own ranks so that there will be some genetic legacy of us, but… not every ending has been fit for a children's fairy tale." His memory briefly drawing back to the debacle his good friend Baraqiel's attempt at family life had ended in. Ozpin must have recognized the expression on his face as the headmaster gives him a look of empathic understanding.

Phanuel, for some god-forsaken reason, actually seems almost amused at their race's plight. "That... isn't quite the case on Remnant. My refugees and our descendants have been… fruitful. Despite our kind's fertility rates, we're genetically diverse and growing more numerous with every new generation. What I lack are individuals with the experience and desire or even will to lead." He quirks an eyebrow at Azazel, not even being subtle about the implied invitation. Azazel can feel his heart clench with a foreign concept concerning the future of the Fallen Angels: Hope.

"Assuming that Dummah's followers have been having similar luck, and he hasn't indoctrinated all of them, the Fallen Angels represent a sizable, albeit hidden, minority of Remnants population." Ozpin adds.

The hope that had him ready to start laughing or crying for joy is quenched by a spike of irritation. "That bloody-handed, single-minded, self-important asshole isn't dead?" Azazel nearly shouts. As if that mess in Kuoh Town with the brat wielding the Boosted Gear wasn't bad enough. Tobio's still trying to track down the crazy warmonger that orchestrated it.

Really, Fallen Angels have a bad enough reputation without the likes of Kokabiel, and now fucking Dummah apparently, adding truth to the stories hounding the rest of them.

Phanuel nods grimly. "I estimate around two thousand of his original Myriad escaped through the same gateway I led my refugees through. We didn't even know he was present until one of his subordinates, and his human servants, started trying to kill Mr. Arc for being a Devil. They all thought they were being incredibly stealthy about it, but, well..."

Ironwood clears his throat while Azazel pinches the bridge of his nose. "Before we start telling Azazel about Remnant's situation, I have one last question: You told us the Three Factions' history, what is the current state of affairs?"

Azazel exhales as he slumps backward, considering the three in front of him for a long moment. They all wait patiently, neither speaking, nor moving as he gathers his thoughts. "Myself, Sirzechs Lucifer, and Michael have recently been speaking with each other. Remotely."

The other Fallen leader gives him a shocked look that he confirms with a nod. "A lot of political talk. Apologies to make and accept. There was an incident with Sirzechs' little sister, a handful of rogue Fallen Angels and the stray exorcists they had recruited not too long ago. Sirzechs loves his sister very, very much, and if she wasn't as impressively capable a leader, talent scout and fighter for a Devil her age as she is, the negotiations would have ended not long after that, and with me, disintegrated. Disavowing dissidents' actions might shift the guilt, but doesn't help in dealing with where the blame falls or how competent the leaders and governments behind them seem to anyone watching."

James pursed his lips, a familiar weariness clear on his face; as a General he probably deals with that particular catch twenty two regularly. He offers an understanding nod, but doesn't interrupt.

"Between our other domestic issues on top of each faction's unique dissidents, some of the other political entities in the supernatural world have been sizing us up. That, or setting themselves up to join the side they figure's gonna come out on top when we go to war again. Bottom line, something's gotta give, and if the three of us have anything to say about it, it won't be our people. We can agree on that much, at least."

Phanuel almost reverently utters, "Peace...After all these years?" This time it's Phan gazing at Azazel with hope tentatively peeking out of long-guarded features and a long-hardened heart.

The leader of the Grigori gives a tentative hand motion. "I'll need a way to get the idea out in the open. The Fallen don't exactly have the most trustworthy reputation of the Three Factions thanks to some of the orders I had to give to keep us alive through the Great War compounded with biblical hearsay. At the same time, we need something to remind our respective peoples that we can put our differences aside for a common cause and work towards a singular, mutually beneficial goal."

"Hopefully something less dire than a pair of earth-shatteringly powerful dragons." Ozpin quips with a wry, conspiratorially expectant expression on his face. Good, they're on the same page.

Azazel gives him a bold grin as he brings up the next topic. "Don't suppose you've got a problem or two that would require a less conventional touch than what the Huntsmen and Huntresses you boys have spent the last few decades training can offer?"

Ozpin takes a sip of his cocoa, considering the Fallen Angel sat across the desk from him. Sly and cunning for sure, nearly as weary seeming as he feels most days, and burying it under a thick layer of irreverence that would make him fast friends with Qrow. Oz glances up at the quintet of gears which only a handful of his longest-lived supporters had ever figured out function together as a clock.

He isn't sure whether he wants to groan, bash his head into his desk, or chuckle at how late it now is.

Azazel's fascination with Sacred Gears easily rivals young Miss Rose's fixation on weapons, and he truly doubts that James will ever willingly broach the subject with the Fallen Angel again, despite his obvious interest in the potential strategic, tactical and logistical applications for them. James had been nearly catatonic from all the technical specifics involved by the time he had managed to get their conversation back on track. "James, Phanuel, I am going to tell him. Please, do not interrupt me if you feel I am misspeaking. Certain magical or interpersonal details that may not have been necessary when I brought the two of you into the fold are likely to become relevant. Our new friend is our only outlet to the wider supernatural socio-political world currently."

Ironwood looks unsettled by the preemptive admonishment, while Phanuel raises his brows in surprise, clearly wondering what else there could possibly be for him to learn of their eternal struggle against the Grimm Queen.

Azazel appears to recognize the expression at the very least. "Come on, now, Phan. You were there with me for some of those early debriefings in Heaven. There's always more that only the one at the top can know. The secrets like that are usually enough to break a man. Case in point: God is dead."

Ozpin's right-hand Fallen hums in acquiescence and slumps back into his seat, pouring himself a mug of cocoa. He takes a sip, pulls a face, then half-dives across the desk to dart his hand into James' inside coat pocket. A brief, playful slap-fight with their left hands only results in Phanuel holding Jame's flask. He adds a modest measure of the liquor to his mug, takes a sip from it, smiles, and slides the flask back across the desk to a playfully grumbling General.

Ozpin allows himself a small smirk, glad that Phanuel and Ironwood's friendship had survived the revelation that Port is but one mask in a line of many that Phanuel has worn to serve their cause. "In a time long lost, a princess was locked away in a tower by her wicked father, and I took personal exception to that."

Azazel pouts at James until he rolls his eyes and slides his flask across the desk to the foreign Fallen Angel. He gleefully adds a measure to his own mug before returning his gaze to Ozpin. "Okay then. Starting with the classics, I see."

"All stories begin somewhere, and on Remnant, many of them stem from Ozma the Mighty Wanderer." He answers plainly. Between Phanuel's presence, and the sheer magnitude of power being casually wielded in the wider supernatural world Ozma feels it would be best to simply come clean to his old comrades and new ally. Restricting himself to the bare-bones tale or even an embellished one would likely cause them all more pain and sorrow than good in the coming months and years. It is something, he supposes, he should be grateful for.

Azazel takes a sip of his, enhanced, cocoa–the heathen–before droning, "Naturally, you were able to save the girl."

He nods. "But of course. And, for a time, we were happy. Traveling together, having adventures, falling in love." In spite of how his and Salem's story had ended, he can't bring himself to feel anything but wistful nostalgia for those days. It had been a happier, simpler time. "Until illness struck. The healers we were able to track down told us that my own blood was 'poisoning' me, and that there was nothing they could do. Modern medicine would have called it—"

Azazel interjects, clicking his tongue with a wince. "Leukemia."

Oz only nods, his heart having always gone out to those diagnosed with the same affliction. Over the course of his many lifetimes, he had donated generously to different charities focussed on that particular ailment whenever his finances had allowed. " I was dead less than half a decade after the grand adventure that was supposed to be our lives after I rescued the young princess had begun."

"Guessing your fair maiden didn't take that very well." Azazel quips, as he settles back into his seat to take in the story, running his tongue over his lips. The levity of the statement belied the attentiveness in Azazel's eyes.

Ozpin closes his eyes, offering a small, sad shake of his head. "No, she did not. This world, at the time, had a pair of Brother Gods one of Creation and one of Destruction, though they preferred Light and Darkness." Azazel narrows his eyes and leans forward listening even more intently. "She went to the Brother of Light, who was loved and worshiped by all, and frequently granted boons."

"She was...gently...informed that the cycle of life is sacred, and to be respected." Phanuel interjects, voice dry.

Ironwood huffs before taking a generous swig from his mug. "She was less than pleased with that answer."

Azazel, face a rictus of unhappy understanding, groans out, "Please tell me she didn't—"

"So, she traveled to the God of Destruction's grove, on the far side of the world from his brother's." Oz asserts. Azazel sets his mug down with another groan, and crashes his face into his upturned palms, elbows planted on his knees. "Her silver tongue had never failed her since I won her freedom, and it did not fail her there. The Brother of Darkness, who'd never had worshipers or followers was ecstatic to finally gain one, and more than willing to bend the rules of the system he and his brother had established for his first follower and return me to the land of the living."

Azazel shakes his head as he pulls it out of his palms. "I really wanna say that I like the cut of that princess' jib... but doubt anything good came from a human woman going behind a god's back and outright lying to another, especially the first god's sibling."

Ozpin tilts his chin. "Before the two of us could so much as entertain the thought of escape, the Brother of Light came, literally roaring, into his brother's grove. Believe me when I say that when those two decide to give up on attempting to appear and act human, their power is terrifying. Over the course of their battle I was destroyed and resurrected, several, times. I'm sure you'll forgive me if I cannot properly recount how the gods do battle."

Azazel gently waves him off, expression quite understanding. "It's fine. Seriously. Probably nothing all that new to me, either. Unless things come down to actually fighting those two, I wouldn't worry about it."

Phanuel frowns as he looks away, shaking his head. Ozpin offers him a small, thankful nod. "I was, for better or worse, 'alive' during the final exchange between the Brothers. It was one of words. The Brother of Creation revealed that the princess had come to him before asking her boon of the Brother of Destruction, and he had turned her down. At that, the Brother of Destruction destroyed me, and left the punishment of the princess to his brother."

"And, of course, she didn't learn her lesson." Azazel dryly interjects, quickly picking up on the enormity of the disaster the petulant gods had caused in their hubris.

Phanuel lets out a mocking false laugh. "You know how the saying goes about Hell's fury and scorned women, Azazel. Remember that she also bore witness to Oz dying and being brought back to life several times. Regardless of what that did to Ozma, the princess most likely carried that image in her mind for some time."

"She had learned, enough, from me in our travels to make the God of Light's punishment seem a boon. She rallied all of the kingdoms she knew of to her cause. To the rallying cry of vengeance against petty, uncaring and cruel gods. They struck at both brothers at once. Using the gift the Brother of Darkness had bestowed upon mankind: magic."

"Ohhh, that can't have ended well." Azazel moans with a small hint of actual dread, looking like a man transfixed by a train-wreck in progress rather than one being told a dusty old fairy tale.

Ozpin shakes his head grimly. "The salvo of three nations' worth of mages dismissed with a thought, the gift of magic retracted from humanity in a breath, then erasing the entire race, save for the princess in a blink; before leaving the world that was half his making."

"While the God of Light and Creation simply sat back and 'lamented' the situation being such a waste before vanishing alongside his brother." Phanuel spits with nearly the same amount of revulsion in his voice as had been on his silently horrified face the first time Ozpin had told him this tale. Considering what he had been told of the God of Heaven, the Brothers' actions spat in the face of that deity in particular.

Ozpin studies Azazel's features carefully as he shifts from blank incomprehension, to bafflement, to anger, to full on crimson-faced rage. "All of them? All of humanity!? And those self-righteous, squabbling pricks have the audacity to even call themselves gods! There are lines even our most troublesome deities won't cross, yet those two went ahead and crossed nearly every last one of them anyway." Phanuel clears his throat to get Azazel's attention, before gesturing out the window to Remnant's shattered moon, now hanging prominently in the night sky.

The leader of the Grigori gapes with wide eyes at the unnatural sight. "Oh, for fu—He did that, too? Why? What fucking purpose does half-destroying the moon serve aside from fucking over the tides and whatever other animals are left even more?" He marches over to the window to fully take in the damaged celestial body and silent monument to the Brothers' apathy towards their own world.

Phanuel flatly offers, "My best assumption, having heard this tale more than once, is that it was simply in his way, as he flew off in a fit. No more, no less." Azazel flinches at that, knowing full well what would follow a collision of that magnitude.

The blond-fringed Fallen, nearly beside himself with incredulity, slips back into a sort of calm as he replies. "Wow, on top of everything else? How much more petty can they get?"

Oz shrugs even though Azazel can't see him. He isn't precisely in a hurry to really uncover that particular mystery. Phanuel's disgust is written across his face, and he opens his mouth to continue, only for Ozpin to raise a hand to forestall him. The local Fallen nods, acquiescing to the reincarnating wizards silent request to allow him to maintain control of this particular discussion.

Behind him, Azazel has his left arm braced against one of the steel beams separating the panes of glass that make up the office's back wall, left hand splayed out across the transparent barrier. Ozpin taps a few buttons on his chair, prompting it to back away from the desk and turn so that he will once again be facing the Governor General should he look away from the window. In the reflection Ozpin can tell the Fallen Angel is deep in thought. His shoulders still carrying tense anger, right index finger lightly tapping at the glass where the center of Remnant's moon should be, were it whole. "How sure are you they're gone for good? Better question, they brought you back when they said they couldn't or rather wouldn't, why?"

In lieu of answering, Ozpin continues his tale, "The princess, eventually, was overcome by loneliness and desperation, and plunged herself into a great Pool of Destruction, a natural spawning point for Grimm, and locus of the corresponding god's power. She eventually emerged as the creature known as Salem." Azazel's eyebrow twitched as he pushes off from the glass wall to turn and face him again.

"Salem. Like the–? Sure, why not? If I didn't already have an idea where this is going, I certainly do now." Azazel deadpans, sounding just about done before he squints at Oz calculatingly.

Oz keeps his face carefully blank, betraying nothing and hoping Azazel didn't pick up on the glaring hole in the story. In the last forty years only two had become aware of that final piece. One had run upon learning the secret while the other he had personally informed in a moment of weakness. He should not have been as surprised as he had when she chose to persevere. For two years he had started to regain his hope until her tragic disappearance, after an encounter with a projection of the Grimm Queen herself, over a decade ago. He did not know what words she and Salem shared, but his gut told him it involved her final, self-assigned mission. In light of the discovery of Dummah and his Myriad, Ozma's stomach twists at the thought of what fate could have possibly befallen one of the most talented individuals he had had the pleasure of teaching over the centuries.

Mercifully, Azazel pulled him out from his thoughts and regrets. "And you didn't answer my last question you sly, old wizard." Ozpin raises an eyebrow and offers the newcomer a 'go on' gesture. Azazel starts pacing, not looking any closer to another outburst as he repeats his previous question, "How do you come back into the picture? Why, even?"

Ozpin shrugs, "I truly have no idea as to when, precisely. My awareness resumed in a sort of, interdimensional space, I suppose. The Brother of Light, once again in his humanoid form, informed me that mankind had 'befallen a tragedy at the hands of his brother,' though they would return 'in due time' to a world bereft of the Brothers presence. I was told that he was leaving behind four Relics, one of Choice, of Knowledge, of Creation and Destruction. Once the Relics are gathered, the Brothers would return and judge mankind, and either destroy the entire world, permanently, if we had not learned to live in harmony, or return to lead us once more and we would be 'whole', though what a deity that petty could mean by that has filled me with increasing levels of apprehension as the centuries wore on."

Azazel stops his pacing at that, his face contorting strangely, and looking slightly blue, snorts of barely repressed laughter escape his lips in fits and starts as his free hand moves to cover his mouth. "Humanity in harmony, he actually said that!?" Oz's resigned nod does nothing to help him suppress his amusement.

"The Brother of Creation then made me an offer: he would return me to life, forever reincarnating in a way that ensured I would never be alone until the task had been completed." The mirth, nearly ready to spill over to raucous peels of laughter, drains from Azazel's face. A barely audible 'aw, hell' escapes the Fallen Angel's lips.

"Of course, I declined, as it would mean being once again separated from my beloved; I instead requested to be allowed access to whatever afterlife there may be so we could be together again." He releases a mirthless, lone laugh. "The Brother of Light then chose to inform me that she still lived."

The Governor General gives a long wince at that, his gaze traveling up and down Ozpin's form. Pity clear on his face. "You poor bastard. Of course he would. Glowing prick was still playing dirty pool."

Ironwood nods and leans back into his seat as Azazel trudges back around to take his seat back. "Ozma reincarnated into a body whose mind had shattered from the terror of a massive Grimm attack. He fought it off, got back to his adventuring ways. He had barely been over thirty when he first died after all, and had still been in his prime when disease forced him to the sidelines."

"The body he found himself in had no knowledge of the land, there were people with animal traits being used for slave labor, and the creatures of Grimm had all but taken over the world, instead of skulking in its darkest corners." Phanuel continues. "The Mighty Wizard once more chased rumor and legend in search of his beloved."

"No."

"Tracked down a witch's hut out in the wilderness." Ironwood adds, ignoring Azazel's interruption.

"You didn't."

Plowing onwards, Phanuel adds, "The last two mages on Remnant found each other in a quaint little 'haunted' cabin in the darkest corner of the deepest woods." Ozpin knows better than to stop the two of them when they get like this. Honestly, this is nothing compared to what 'Port' and Ironwood had apparently gotten up to during the gala that had been used as cover when he had brought Team STRQ and Glynda into the fold of those who know of Salem.

"One day after they saved the village from which they usually bought their food from a Grimm attack, the villagers bent the knee out of gratitude. With encouragement like that, they realized they could be and do whatever and whoever they wanted." James grins. He'd asked them to let him control this part of the conversation. They had agreed to leave things to him.

Ozpin allows an eye roll at his friend's antics, though he is also glad James had finally eased out of his professional demeanor. "In my defence, a preference for pale complexion has stayed with me since my original body."

"You told us she has skin as white as a Grimm mask, Oz."

"Not everywhere, James." Oz replies, smirking like a man a fraction of his age.

Azazel snorts out a laugh at the byplay, "And everything looked like it was headed for happily ever after until the time between your death and reunion became clear. At that point you realized you had stuck your dick in crazy, and since then it's been countless generations of stalling for time and playing defense while you search for something that can counter True Immortality." The Governor General triumphantly locks his violet eyes onto Ozpin's slightly widened hazel. Azazel continues to press the issue. "That was the punishment the Light Brother shackled Salem with, right? To teach her a lesson about the value of life and death, keeping her from the very thing she loved the most. Given the Brothers' actions before, it's so predictable, it borders on cliche. Or am I wrong?" He lifted a challenging brow, practically daring Ozpin to refute him.

Ah. So, he did notice.

Phanuel's face shutters over at that, and Ironwood goes perfectly still, paling nearly to the white hue he had just been teasing Ozpin about having, at one point, found alluring.

Ozpin sighs, deeply. Any attempts to dodge or deny the truth at this point would serve no purpose and would be detrimental to any further interactions between himself and Azazel or the pair of long-time confidants of his also in the room. "Salem intended to fulfil my mission but not for the God of Light. She would have accomplished this through subjugation and even repopulating mage numbers through our children. At first, I believed that hers was the best course of action. However as things proceeded, my conscience could not be dismissed. Choice is always important." He reiterates firmly. Azazel gives him an understanding nod but says nothing.

Phanuel takes a deep breath, eyes closed, looking more resigned than hurt at the indirect admission.. But of course he had likely already suspected the truth after centuries of shadow war. That he remained at his side despite the deceit, is… encouraging and rather humbling.

With a flicker, James' face is once again perfectly calm, his complexion its usual, healthy hue. Ozpin, once again, silently curses that he hadn't found any allies ruthlessly pragmatic enough to reach out to Marcus Black before the man had met his demise, though he instantly feels guilty for the thought. James' Semblance, Mettle, worries him on a very deep level. Almost as much as the Atlesian's habit of leaning on it so frequently.

He might as well finish the tale as his compatriots processed things. "I had decoded to confront her, and had hoped to convince Salem that her plans and goals were not in the best interest of our world and people. Of course, I intended to move our children to a safe place beforehand. It was for naught." He takes another long pause, even millenia later, retelling this tale weighs heavily on his heart. "She discovered us sneaking out of the castle and despite my attempt to placate her, the feeling of betrayal mixed with the instincts the Pool of Destruction had imbued her with–" He cuts off a moment and Phanuel leans over to give his shoulder a comforting squeeze, which Ozpin gratefully accepts. "Our girls did not deserve what fate befell them that night."

The head of the Grigori, expression far away, mind likely travelling to half-buried memories of his own, earnestly offers, "I'm so sorry." as the Atlesian General sits in solemn silence.

"Thank you." Ozpin returns, sincerely appreciative. After recovering his nerve, he takes a sip from his mug, and presses on. "After the dust had settled fully, Salem just... Reconstituted herself from nothing, emerging from the rubble of our manor . Half an hour after our duel had ended at the most is the best estimate I can give. Neither of us had the heart to continue the fight after that, at least for a time. After she had incinerated my second body, that is." He sighed morosely as he waited for what the Fallen leader in front of him has to say after the full revelation, for good or ill.

Azazel slowly leans back in his chair again, an almost defiant smirk begins growing on his face. "So, let me make sure I have this perfectly straight: You," He points at Ozpin lazily, "need heavy hitters, something capable of stripping True Immortality from the Grimm Queen, and a proper introduction to the other, official, governments and associations of the Supernatural world."

Ozpin blinks rapidly before he nods, not seeing any reason to beat around the bush and a little put off by how quickly Azazel offered a solution to the problem he had been facing for so long. Ozpin glances over at his oldest friend, a smirk slowly spreading across Phanuel's face as he nods at him. Yes, this is very much real. An almost alien feeling begins slowly spreading through his frame. One he hadn't felt in decades: Hope.

This...This is happening.

The Grigori leader continues confidently. "I have some pull with wielders of top-tier Sacred Gears that fit the bill. Barring them, we have access to potential alliances with their own answers to True Immortality, some theoretical, some proven. Finally, there are more than a few Artificial Sacred Gears that might be able to get the job done with less collateral damage. The introductions will take time to set up, but I can help provide them. Worst case scenario, there's a dozen ways to seal a God, let alone a cursed human cockroach, that I can come up with off the top of my head right now. But we'll save that for when we have a few other factions backing us up."

All Ozpin can manage at that is to sit back and wordlessly stare at the smirking Governor General.

Before the ancient wizard can begin to form a reply that would, probably inadequately, convey his immense gratitude, Azazel raises an interjecting finger. "Don't go thanking me just yet. You're taking your first step into a much wider world here. Salem and Dummah are at the forefront of the threats to Remnant and issues you need to see to, true, but there are far darker things out there than a spiteful hag and an uppity bigot. My promise to help with them is an investment and a show of good faith."

Ironwood clears his throat, the implication of the Fallen's assessment and warning clearly weighing on him. Azazel's casual dismissal of Salem's true source of power had already turned his mind towards the next battle and most likely the improvements needing to be made to Atlas and the rest of the world capacity to defend itself. Ozpin suspects he will catch hell for what has been his darkest secret for countless generations from his friend later, but he doesn't at all blame or begrudge him whatever hidden indignation the general may feel right now. "Amity Colosseum is due to arrive in Valean airspace in three weeks' time. Plenty of private sky-boxes and conference rooms onboard that would fit perfectly for the sort of meetings we're talking about setting up." Something buzzes in his pocket, he fishes his scroll out, grimaces at it, and tosses it onto Ozpin's desk. The blank screen lights up with the outline of a battery with a lightning bolt in it after a brief flicker.

"Once the Vytal Festival starts it would be as simple as setting a room aside for Transportation Magic Circles. The crowds would make it nearly impossible for any of Salem or Dummah's agents to notice the extra visitors." Phanuel adds, still smirking from his earlier assurance and looking about as light as Ozma felt in decades, perhaps centuries.

Ozpin, takes a deep breath to clear his head, and nods, slowly, in agreement with his subordinates. "And in return, I will offer you, on Remnant's behalf, a home for your people, and assistance establishing yourselves." It was by far the least he could do.

"And access to your magic for research too! Nothing invasive or harmful, just, whatever those prick brothers had set up here on Remnant is bound to be fascinating." Azazel tacks on with a rather eager rub of his hands, like he had already agreed and they would be starting tonight. His cheerfulness is infectious, all the same, and Ozpin can feel his own smile widening in response.

This is happening.

"Ah, speaking of, I nearly forgot to ask about something that's been bugging me all evening!" The Grigori leader interrupts himself with a finger earning an owlish blink from Ozpin and Ironwood, and a wistful half-smirk from Phanuel. "I don't suppose you have a familiar or something that would fill the role of one? Pretty standard for a Magician or Devil." Raising an eyebrow, Ozpin shakes his head in a negative. He'd considered it multiple times, but it would be too conspicuous and costly now. "Well, I ran Into someone–three times–on my way here, who felt like she had one bit of Remnant magic layered atop another. Never caught a name, she was awfully shy." The three Remnant natives can feel their good moods swiftly draining as the Grigori continues to drop hints, "You might know her. Red eyes, a decent imitation of a corvid. Definitely human, too sloppy for a youkai. I might have missed her if she didn't have access to another type of magic that she was worse at concealing than you are yours, Oz. Felt pretty potent, too. Side note, some of the touchier people you'll be getting to meet over the next month or whatever might take that as a threat or posturing, so you and she might wanna get on that."

For nearly a minute, the only sound in the room is the whirring of the gears above.

"Raven Branwen is a Maiden!?" Phanuel finally shouts in agitated alarm.

Azazel raises an amused brow, "Raven? Seriously? Bit on the nose, but, hey, whatever works. As for what she is, Phan, I can't exactly comment on her personal life, having never talked to the little birdy, but—"

Phanuel cuts him off with a deadpan expression, "She gave birth nearly two decades ago, Azazel. So, no, definitely not a virgin. And if she were, it certainly wouldn't be undeserved." He doesn't explain further, instead glaring out the nearest window as if tempted to try to hunt down the bandit leader himself. Again. Phanuel never did like Raven, though 'Port' hid it well. Her abandonment of the cause, her vows as a Huntress, and worst of all: her family, just to return to banditry and an almost cultish adherence to her Tribes beliefs, had firmly cemented Phanuel's animosity towards the female Branwen twin.

Ozpin picks up the explanation, adding the substance Phanuel's ire towards the woman prevents him from providing. "Raven Branwen is a former ally of mine whom I had a falling out with after she learned the truth of Salem some time ago."

Azazel interrupts with a small question, "That a regular thing, people turning tail and running or joining up on the opposite side when they find they can't cut down the big bad witch?"

Ozpin licks his lips mildly before answering. "More than I'd care to admit." He presses on, not acknowledging the pitying way Azazel clicks his tongue, and the understanding gleam in his eye. "If what you say is true, though, she has apparently come into possession of a fourth of a system I created in the early days of my struggle against Salem. I can elaborate on the system later, but it is safe to say she is currently one of the most powerful mortals on Remnant."

"Not very smart is she, trying to drop off the map, then making herself a target anyway?" The Fallen leader shakes his head dismissively before he looks over at the still clearly unhappy Phanuel. "Moving on, then. I know this won't do much to abate your sour disposition but it's vital for our race's future that we cover this, Phanuel. So. Just to reiterate, the Grigori are probably far less numerous than your...Eh, let's just call them the Weary." Naming the ragged band of refugees he had led from Earth and built up into their own healthy, thriving society on the spot. "And just to get this out of the way, I have no intention of taking over your role as their leader."

"Weary, hmph, sounds about right." The native Fallen Angel drones, cooling down somewhat, before he shrugs in turn, letting out a resigned sigh. "It's fine, Azazel. I don't exert much control over them, just manage the rotation of who is living where, whether they are out in the open or not, and train up enough of us in Illusion Magic so those who want to do more for our home can do so without giving away our existence."

"Then, hey, we'll set up a council to govern our peoples, run the first one to ensure a safe transition between the Grigori and the Weary into a more stable, unified society. That's a thing here, right? Councils?"

"And of course you'll be the council chairman."

Azazel looked absolutely scandalized. "Oh, hell, no. Chair of Research and Development, maybe. Soon as I can afford to, I'm stepping down from being Governor General, A-S-A-P. No, you'll be head of the first council established. We'll work on getting successors voted in after that."

The would-be leader of all Fallen's dismayed look speaks volumes on just how much enthusiasm he has for his upcoming role. Ozpin understands the feeling. The slightly younger Fallen opens his mouth, but Azazel cuts him off before he can even speak his objections out loud, "I'm a leader out of necessity. You chose the role, and have done a damn good job from what little I've seen and heard for nearly as long as I have thanks to whatever phenomenon had Remnant temporally disjointed from the rest of the known cosmos until recently." Phanuel's mouth is still open, nothing coming out for a spell before moving to voice another protest. But Azazel cuts him off. Again. "We aren't bringing number of wings into this or age. For this to work it needs to be solely leadership capability. Firepower's a bonus. Besides, from what I'm reading off you, you're well on your way to ten wings if you haven't already got 'em."

Phanuel, expression taking on an emotionless stone mask, chugs the rest of his mug before sliding it at the empty tray on Ozpin's desk intended for them. "Baraqiel will take the seat for the military if he still lives. If not, it will be one of yours anyway. Remnant's Fallen Angels haven't waged war since we fled here."

Azazel rolls his eyes but gives an obliging nod. "What about that Rojoa kid you sent to pick me up? You have the kid on logistics duty, I'm guessing. A teacher's assistant has to stay close to their professor. The cover story's perfect for a protege."

Phanuel shakes his head, "No, Rojoa's been training Inquisitors and minding my intelligence network for the past few centuries. It was just makework for a promising youngster. At least, up until the Myriad turned up."

"There's our intelligence chair then." Azazel snaps his fingers at his Fallen counterpart who looks rather dubious and increasingly frustrated.

Phanuel scoffs, "Rojoa? A seat on this council you want to form to rule the Fallen? Rojoa isn't even a millennia old yet, and we still don't know whether or not a fourth set of wings are in my inexperienced Master of Inquisitors future or if six wings is the most that particular back will bear."

Azazel, having grown impatient, chugs the last of his mug and slides it away. "Six wings is enough to fly with. Push the baby bird out the nest. Either Rojoa has the capacity to serve as our head of intelligence or doesn't. We'll know by the time Salem and Dummah have been dealt with this way. Open your eyes. This isn't just about my Grigori or your Weary, Phanuel. It's about the Fallen Angels as a race. If any of the Myriad are smart enough or tired enough of war to back down and surrender if and when we beat them, I'm going to push just as hard for them to get the same number of seats that our facets of Fallen Angel society have. Not only because I believe in second chances, but because that's how dire our species' situation is. Now, stop sulking and step up."

"Oh, you want me to step up?" Phanuel acerbically bites back.

Ozpin takes a calm sip from his mug lazily as he watches the two bicker, not able to feel much more than content amusement. The ancient mage is beyond certain that nothing could ruin his good mood, at least for the rest of the night.

Ironwood, whose head had been bouncing back and forth between the two Fallen as they argued, blinks his eyes widely when Azazel's twelve black wings and Phanuel's eight, both flare in agitation, their chairs clattering across the ground, skidding to a rest half the room away from them.

Intellectually, Ozpin knows that the pair have more than enough power to level all of Beacon with a single shot, and that should have him very worried. However, the prospect of finally defeating Salem and a brighter future for all of Remnant has both Ozpin and Ironwood quite calm. Besides, it isn't as if he is unfamiliar with highly destructive forces, left hand idly lowering to stroke The Long Memory where it rests on his belt.

Still, there is much work to yet be done.

Pushing down his thoughts of a brighter tomorrow for now, the headmaster of Beacon turns back to his desk and raps his knuckles against its surface, regaining the others' attention. "Phanuel, Azazel, the two of you will have more than ample time to decide on the best form of governance between now and the Vytal Festival's end. Let us move on for now."

Azazel lets out a deep breath, and, without shedding too many stray feathers into the office, retracts his wings. "You're right, Ozma. We can go over the particulars later, all right, Phan?" He offers the olive branch to his fellow Fallen who had simultaneously retracted his wings as he calmed himself. Phanuel nods agreeably, in contrast with the still mildly mulish look on his face.

"For now, Oz, you need to bring your entire inner circle completely up to date, soon as you're able. Same as Jim and Phan have been; the supernatural, Salem's immortality, the whole shebang. You now have a chance to take Salem out for good. We do it right the first time, and there's no risk of her drawing up a way to weasel out of what she has coming. Spread the good news and be ready to deal with some fireworks while you talk your people through things."

Ozpin smiles and nods without complaint, or any further need to comment. That is fair. And frankly, the relief of finally being able to tell his friends, confidants and comrades the full truth, and offer a solution by far outweighs the fear of working through their initial shock.

This. Is. Happening.

"Once your inner circle is in the know, we let Arc and his peerage know. Should probably keep your eyes open for students who've started digging on their own as well. There's bound to be more than a few of those." That wiped the smile off Ozma's face and all three of the Remnant natives take on complicated expressions, forcing Azazel to explain himself, "The kid is of House Bael, and, by extension, the Devil Government's sole representative native to Remnant, there's no way that's a coincidence. It also trumps his local legal status as a minor. If you want goodwill negotiations with the rest of the Supernatural factions, you include him, at least until he calls in someone higher up the food chain than he is. On top of that, the kid apparently has a sword that changes a person's fate to die from it once it cuts them. Once we purge the divinity from Salem's regeneration, Crocea Mors is one of the best tools I can think of to deal with a regenerator currently in play."

Azazel pauses, gaze deadly serious, sparing each of the other three sitting around the desk a moment of his attention.

"I told you before, Remnant needs to start preparing itself for exposure to the wider supernatural world." The Governor General continues, most of his playful, irreverent tone and demeanor gone now. "The Weary made it here. The Devils found this world less than a decade ago if Arc was their first contact. But neither of them owns the method of travel to and from Remnant, and most of the easy ways to travel between worlds are pretty damn easy to watch for if you know what you're doing. Eyes may already be on you, and there's no way for you to know until they reveal themselves. In fact, my own intelligence network has picked up on whispers of rogue elements stirring up some noise; they could even have a foothold here, right this moment. Our hidden world might thrive and survive on secrecy, but trust me when I say that you want it to be you waiting there with the recruitment pitch when the best and brightest of the next generation finally pierce the veil."

Azazel's on a roll now, pointing straight at Ozpin, demanding his attention. "I wasn't kidding when I warned you not to thank me. I'll say the same to you, Phan. We talk about cooperation between the Three Factions like it'll be peace for all time if we can work it out but that couldn't be farther from the truth. Life is a never ending struggle. The world carries on with or without gods, and cares even less for what we would call good or evil. Nature abhors a vacuum. Without your local "troublesome two," something even worse just might find its way to Remnant. And worse yet, if you don't have your forces prepared, your students will find themselves on the front lines in defense of what they love or out of a sense of duty or what all have you."

He drops his finger with a careless shrug that belies his seriousness, but he has the three's attention just the same.

"Hell, I'm pretty sure the Grimm aren't gonna disappear after Salem's gone. And Earth? It has more than its own fair share of problems. Some of those beings' power can and will make the Grimm Queen seem tame. Gods with chips on their shoulders like the Brothers, eldritch creatures, dragons, and other Things, just lurking out there in the shadows. Waiting. Watching. You need to ask yourselves, are those last few years of blissful ignorance as an Academy student a fair trade for watching the ones who notice the ripples and chase the rabbit holes die young and die bad?"

He takes a breath.

"But." He pulls his seat back to him from across the room with a snap of his fingers and a flare of bright green light and lowers back into it, glancing consolingly between Ozpin, Ironwood and Phanuel. "All that doesn't cancel out the good. The stakes might get higher, the consequences harder to wrap your heads around, but what's one more maniac, right? Whenever one person destroys, another's there to create, and that's what you've got here, isn't it, Oz? Warriors who set an example and pass on the inspirational torches to the next generation and so on. Earth has more than its fair share of fighters, and while they probably don't all fight for the same reasons as those on Remnant, they leave their marks in their own way, same as yours. "

Azazel spreads his arms out disarmingly and leans back, nearly tipping his chair over. "Cards on the table, fellas. The four of us? This right here, tonight? The game is changing. Whether that's gonna be for better or worse, well, that's on us. If we fold, it's not just us who die. If we hold, we just lose slower. How big are you willing to bet? Me?" he cuts his gaze to a captivated Phanuel, nodding with finality. "I'm already all in."

For a moment, Ozpin, along with James and Phanuel are well and truly speechless. Azazel's charisma, when he wants to make a show of it, is certainly impressive. The professor allows himself a moment to collect his thoughts, to reflect on who he was, is and hopefully will be. Then smirks.

Maybe it's Azazel's irreverent demeanor and mocking honesty that belies a truly capable and experienced leader. Maybe it's the fact that, for the first time in millennia, he will be able to act, not react. Whatever it is, he can't help but quip, "So, this is what it is like to be on the receiving end of one of my more impassioned speeches, then?"

Phanuel and James lock eyes for a heartbeat before, in unison, declaring "Yes!" Ironwood's measured vocal carriage and Phanuel's bouncing baritone forming an odd dichotomy as they do so.

Ozpin lets a light, half-breath of a chuckle out. "Very well. Phanuel, start working hints into your lectures. I will instruct Glynda and Redd to do the same once I have brought them up to speed. James, at your discretion, induct two of your most trusted Atlas Academy professors to our order once you return home. The same goes for your most trusted in the Atlas military. I will not force any into this darker, wider world, but I will ensure that the door can be found, for those who would enter it willingly."

The general perks up at that. One of his most trusted was set to be inducted into the circle anyway, allowing for even more must seem like a miracle to him, having always preached being proactive. Ozpin wouldn't be surprised if the general had begun concocting a hypothetical supernatural counter-force from the moment he'd heard Azazel's warnings. "Consider it done. Shouldn't we have included Leonardo and Theodore?" James prompts, looking more than a bit sheepish at the delayed realization.

Phanuel rights his own chair and drops into it as well, before locking eyes with Ozpin, then declares, "We will fill them in on their next visit, or when one of us can visit them. We can't trust something this big to a scroll call that anyone with the right mundane tools and skills can tap and listen into."

Ozpin nods in agreement, before turning to his guest and newest comrade. "Azazel, I had a hotel prepared for you before your arrival, in case our discussion took this long. Shall we reconvene tomorrow? There is much that I need to tell you of yet, and I suspect you feel the same."

"Sounds good to me, Oz." The Governor General smiles as he reaches out with his hand which Ozpin shakes resolutely, smiling in turn.

Indeed, this meeting had proven quite fruitful.

---

A/N: Right, I had 'Ozpin and Azazel brief each other on Remnant and the Supernatural worlds respectively." as a one line portion of what was supposed to be a bigger chapter. Ha! I should have known better than to think that would be a clean, quick and concise scene. I've gotta give a HUGE shout-out to my awesome Beta-Reader MasterPrince713. If it werent for him I would have tried to truncate this whole exchange into a tiny footnote instead of the, rather important, meeting that it is.

Loved it? Hated it? Feel like you have a meddlesome old man in your head now and arent sure if he's trying to help or corrupt you? Drop me a review, I love those things!