Author's note: This chapter, we get more info on the Hell-back, as well as some lore about Argent and his team.


Mithala rested her axe against a garbage container and rummaged through it until she found two old, worn-out shoes. She tied the shoelaces together, took her axe and walked back onto the main road, where the Hell-back was still approaching her. While she waited, she used her semblance to make the shoes harm Grimm on contact for a month, just to be sure. However, she set the damage somewhat low, to conserve her aura for later. When she was done, she walked up to the Grimm and tossed the shoes onto the bony tree on its back. As soon as the shoes wrapped around the dead branches, the Grimm started taking damage every second, triggering Spectral Healing. Mithala went back to the garbage container and looked for more shoes, or something similar.

"This would be so much easier for a maiden," Mithala said to herself, and sighed in resignation as she went through random people's garbage to make use of it, and hopefully kill this Grimm. She gathered a few items, and with the aura regeneration from Spectral Healing, she managed to increase the damage they dealt without putting herself at risk. When she was done, she walked through a series of alleyways and approached the Grimm from the side. Before she could jump onto its back and attack it with her axe, however, a short flurry of orange Shooting Stars hit it, leaving numerous red-hot glass shards on its back, which all dealt damage to it and triggered Spectral Healing.

"Sorry we're late," Blake said and dropped down next to Mithala. Velvet dropped down in front of the Grimm and launched a flurry of light blue Shooting Stars at it, triggering Light Bomb on impact and dealing significant damage. Before the smoke cleared, Yang came down, with her organic fist engulfed in golden flames, and slammed into the Grimm, setting it ablaze. Weiss rushed in and used Immortal Resistance again, replicating Heal Block, and left a red scar on its tree. Weiss and Yang jumped off the Grimm, right as Ruby landed several hits with her sniper rifle, and the group met with their friends on a nearby rooftop.

"Ren said Sirena recognized this thing," Ruby said and asked, "Did she fight it before?" Weiss set up a Healing Circle, and Blake fired more Shooting Stars at it, this time using the incendiary-goo in her ears, while Velvet kept firing hard-light ones at it.

"She did, yes," Mithala answered, "Once, in her team's final year at Beacon. It had already destroyed five villages, and claimed countless lives, including many skilled huntsmen. They killed it by making it fall into a deep canyon. However, it took several days of constant struggle."

"And we can't exactly do that here, right?" Jaune asked, "Not to mention, we don't have the resources to keep attacking it for that long." Nora fired one of her Flechette Storm grenades, bombarding the Grimm with hard-light projectiles and triggering Light Bomb.

"You misunderstood," Mithala said, "While it is true that we do not have the resources to fight it, neither did they. Instead, they lured it to a cliff, and made the ground break away underneath its feet." Weiss summoned a swarm of Queen Lancers and had them bombard the Grimm with their bone spikes, triggering Spectral Assault every time.

"Wait, they were completely beat after that mission," Qrow said and asked, "How did they take this long, and why was it so difficult?" Jaune created nine copies of himself, and all ten of him used Petal Burst to get in front of the Grimm, and sent aura arcs with their great swords at it, triggering Spectral Healing. They then switched to sword and shield, and set up in a half circle formation before using the gravity-dust in their shields, firing a concentrated burst of energy into the Grimm.

"Look at it," Mithala said and answered, "It was right before that alleyway when you arrived, and has not yet passed it. Luring it anywhere requires constant attention, around the clock, so they had to set their sleep schedules around its movement to ensure it went where they needed it to." Jaune's copies disappeared, and he fused with Pyrrha's soul. Arkos looked at the Grimm and summoned tiny versions of themself with Kin Summon. A magical-looking circle appeared on the ground before them, and three minions, which resembled a small version of them, appeared, wielding a simple rifle.

"Yeah, it is pretty slow. Honestly, just looking at it makes me tired," Ruby said and asked, "Any other weaknesses?" Arkos kept summoning minions, which took up position on nearby benches and other elevated locations, and opened fire, triggering Spectral Healing with every hit.

"It can't see very well," Mithala answered, "Its massive body prevents it from looking behind itself, or turning around too fast, so you can very easily catch it by surprise. The spikes protruding from its jaws also prevent it from turning its head, so its primary ranged attack is less effective, unless you're in front of it." Just as she said that, the Hell-back opened its mouth and produced a small orb of dark green energy, and fired it at Arkos. However, one of the minions jumped in the way.

"A little warning would've been nice," Arkos said, used Petal Burst to get back onto the rooftop and asked, "What else can it do?" Suddenly, the Hell-back let out a deafening roar, shattering nearby windows and destroying the minions, and Yang saw in her augmented vision that everyone's aura dropped quite a bit.

"That, for example," Mithala answered, "It also likes to team up with other Grimm. Getting in front of it is close to a death sentence, and standing behind it puts you in range of its strongest melee attack. It's almost immune to attacks from above, and about as durable from below. Also, it can absorb ambient negativity to heal itself, and even steal energy from Grimm it teamed up with to do so."

"So in other words, that thing has no weaknesses," Ruby said and asked, "Can we have it fall to its death, like how Argent's team did it?" As the Hell-back passed the alleyway, it swung its rear and slammed its tail into a building, causing it to collapse.

"Unfortunately not," Mithala answered, "No building in this city can support its weight, even though many would be tall enough. We will just have to keep hitting it as hard as we can." Hearing that, Yang and Nora smiled at each other, then looked at Yatsuhashi and Peter, leaving Team CRDL to feel a bit left out. Ruby pulled out her scroll and checked the shared file her group had created to note down everyone's abilities, as well as all information they had on their enemies, and analyzed it with Loremaster, then formed a plan.

"Alright, here is the plan," Ruby said and handed out earpiece communicators to everyone, "Qrow, get on there and place a Grimm Banner and Grimm Ward on its back. Blake, we need more aura regeneration from this thing. Yang, Nora and Yatsuhashi cover melee combat. Ren, if any Grimm show up, kill them with Necrotic Bubbles and use spark-dust. Weiss, keep hitting it with that red scar thing so it can't heal. Also, this isn't the best plan, so don't force yourselves to stick to it if you have a better idea."

"What do the rest of us do?" Coco asked. Blake fired a burst of Shooting Stars at the Hell-back, using up the last of the incendiary-dust crystal she had treated with Deathzone while having Spectral Healing active, causing the Grimm to release a near constant stream of white healing orbs. Qrow jumped down after the Stars, landed on its back and put both a Banner and Ward onto its tree, then got out of the way.

"Yeah, that is tough," Ruby answered, "With the melee fighters on that thing, you can't really attack as freely, unless you can aim well enough to not hit them. So, best stay on standby until they need a break, and then attack from afar." Once Qrow was done, Yang, Nora and Yatsuhashi jumped down and engaged the Grimm, while Weiss made her summons disappear again to conserve her aura.

"Wait, I hear something," Velvet said, and everyone paid attention to unusual sounds. At first, only Blake heard it, but soon enough, everyone heard the pattering of tiny feet, and a swam of Ankle-biters rushed out of the buildings surrounding the Hell-back. They jumped onto its massive back and quickly constructed a web, despite taking damage from Deathzone. As soon as the web was complete, the tiny Grimm stretched their black bodies and latched on to the shattered window panes lying on the street. The glass shards developed red cracks, and the Ankle-biters stopped taking damage from Deathzone.

"Well, that is annoying," Yang said and punched one of the Ankle-biters with her prosthetic hand, killing it. The Grimm erupted into golden flames, igniting the Hell-back but leaving the other Ankle-biters completely unaffected. Yang punched another one, this time with her organic hand, and realized that punching something covered in glass was not such a good idea after all.

"Let me handle them," Ren called out and dropped onto the road in front of the Hell-back, with his weapons' blades crackling with dark green lightning. Yang grabbed one of the Grimm with Aura Hands and threw it towards Ren, who cut it in half, creating a column of dark green bubbles. Yang threw another Grimm, and when it came close, a bubble popped and killed it, leaving a small sphere of dark green lightning floating in its place. Glynda grabbed the remaining Ankle-biters with her Telekinesis and threw them into the column, creating dozens of tiny lightning traps.

"Ren, Grimm are coming," Ruby called out and pointed down the road, where a pack of Beowolves came around a corner and started charging towards the Hell-back. Ren dashed towards the Grimm and cut them down, creating numerous columns of dark green bubbles on the road, which popped and killed the remaining Grimm, creating more lightning orbs on the road. When he reached the end of the road, he saw a series of small rocks along the road.

"What is this?" Ren thought, just before an earthen brown Shooting Star hit next to him. He focused, and realized that these rocks attracted Grimm, but only sometimes, and the pattern with which they turned on and off meant that Grimm would always head into the street with the Hell-back on it. When the massive Grimm reached the first column of bubbles, they popped and fired energy blasts at it, creating small lightning traps on impact, which dealt additional damage.

"Ren, where did that stone come from?" Ruby asked over communicator. Before he could answer, Ren had to deal with a pack of Creeps, which were also attracted by the rocks. However, he only killed a few of them, leaving most of them to run into the bubbles instead.

"Shooting Stars," Ren answered, "I don't know whose, but the rocks attract Grimm sometimes, leading them here." After some of the bubble columns disappeared, a Big Ursa charged onto the road and ran towards the Hell-back. Ren wanted to follow it, but Blake shot three wasp-dust bullets into its shadow before it could trigger the lightning traps. Every time it took damage, three ethereal wasps appeared, which homed in on the Hell-back. Blake walked over to Ren and inspected the rocks.

"They're… Ilia's," Blake said in disbelief. Every time either the Big Ursa or Hell-back took damage from her, they created a white orb, due to Spectral Healing. Yang sighed and wiped the sweat from her forehead after attacking the massive Grimm for so long without a break, and Nora and Yatsuhashi had to rest their weapons on the ground for a bit. All three jumped off the Grimm and sat down on a nearby bench.

"Our turn," Velvet said and jumped down from the rooftop, dropping down right beside the Big Ursa. She held out both her hands, and her palms began glowing light blue, before she fired a barrage of hard-light Shooting Stars at the Hell-back. Each hit created a Light Bomb, which immediately homed in on the Grimm and detonated, while the orbs from Spectral Healing made sure she wouldn't run out of aura anytime soon.

"Hey, no head-starts," Sky said and jumped down behind the Grimm, and lined up his halberd. He activated Hydra and began shooting the Grimm, and each shot caused the two serpentine heads protruding from his shoulders to fire an energy blast each. Some of the orbs from Spectral Healing homed in on him and recharged his aura every time the heads fired a shot, and he took a small step forward after each shot.

"Weiss, get in there," Blake said over communicator, and Velvet and Sky stopped their attacks, allowing Weiss to hit the Hell-back with Heal Block, leaving a scar on its shell. As soon as she struck, the Hell-back's tree started accumulating ambient negativity, and the scar pulsated and dealt damage according to what it would have regained. She quickly jumped away again, allowing her allies to keep hitting it.

"Guys, trouble," Cardin said over communicator and pointed at a Geist using the rubble from the collapsed building as body. It tried stepping on Sky, but Weiss created a Glyph to stop it. She then released a light green lightning from the Glyph, turning some of the cobwebs clinging to the Geist's body into a bat. Russel jumped onto the Hell-back's shell and started using Reflectors, then dashed towards Sky, leaving the crystals behind himself. As soon as the bat started screeching, the Geist left its body and Yang killed it, creating an explosion of golden flames. When the flames rolled over the Reflectors, they were bounced around as golden beams until they hit the Hell-back and set it on fire.

"Good thinking," Yang said with a smile, then sighed and sat back down. Velvet continued firing Shooting Stars at the Hell-back, when the explosions stopped. She looked at her hands in confusion, wondering why she only fired normal ones all of a sudden. She looked around, and Coco pointed above her head. Velvet felt her ears, and realized that she had used up all the fur on them. Velvet pulled her ears down and ran away, waiting for her aura to regrow her fur.

~o~

As soon as the supply ship from Atlas reached Vale's harbor, Ilia rushed into the city, pushing past the Knights unloading the crates, while her personal team of Knight 130 units followed her as fast as they could run, with their usually red bits glowing green. She drew her whip and activated Power Whip, striking a pack of Beowolves. The Knights deployed their melee weapons and just ran into them, easily killing them all. As the Grimm died, they left behind teardrop-shaped wisps of energy, which began following the robots and increased their attack and defense, while three of them followed her and boosted her aura regeneration.

"Blake, wait for me," Ilia thought and struck another pack of Beowolves with Power Whip, giving the whole group the maximum bonus one could get from this semblance once the Knights killed them. She followed the stones she had placed with Shooting Star and her ambush sense, as soon as the city came within range of the latter. Using the vibrations in the ground as guide, Ilia cut through multiple alleyways and reached the massive Grimm. Without thinking, she augmented Power Whip with ice-dust and struck the Hell-back, coating it in light blue flames.

"Ilia, great timing," Ruby called down from a rooftop, and turned to everyone via communicator, "Everyone, forget any plans, just attack that thing with everything you have." The Knights opened fire, as did Coco, while Blake immobilized nearby Grimm with wasp-dust bullets. Nora ran through back alleys to get in front of the Hell-back and shot an Annihilation Field at the Grimm, while Sky jumped onto its back and created a Shock Crystal, which immediately opened fire, while the rest used basic ranged attacks in lieu of special tricks. Every time it took a hit, a snowflake minion spawned, which immediately slammed into the Grimm and dealt additional damage.

"I don't even care what this is," Peter said, peppering the Grimm with dozens of shrapnel from his gun, "This is making things a lot easier." He reloaded his gun and fired again, creating another three dozen snowflake minions on impact. Ilia struck the Hell-back with Power Whip again when the effect was about to wear off, and the Grimm swung its massive tail, taking down another building and forcing everyone nearby to scatted.

"Get in front of it," Ruby called out, "With that bat nearby, it can't use its ranged attacks." Everyone who wasn't already in front of the Hell-back repositioned themselves, including the Knights, and kept attacking. Mithala and Weiss both created a series of Glyphs around the Grimm, and while Mithala used hers to shoot air bullets, Weiss sent several Magnet Spheres at it. Suddenly, the Hell-back swung its tail into a building beside it, causing the apartment complex to come down on it.

"Stay sharp, everyone," Ilia said, "That thing is not dead." The Hell-back walked out of the rubble, and the group opened fire again. Ruby loaded a new magazine into Crescent Rose and continued shooting the Grimm. Glynda picked up the rubble with her Telekinesis and threw it at the Grimm. The Hell-back opened its mouth and fired a dark green energy ball at the group, and Arkos quickly activated their semblance, blocking the brunt of the attack. When the smoke cleared, the Grimm was still there, and Yang saw in her augmented vision that everyone was low on aura. She gave Blake a small nod, and Blake quickly set up a Grassy Terrain.

"Wait, what?" Weiss asked, gasped and said, "The bat. It killed the bat when the house came down." The Hell-back rose to its hind legs and came back down, sending a shockwave through the ground that launched the group backwards into an animal shelter, breaking several people's auras. The group struggled to get back on their feet, and Glynda used up the last of her aura moving rubble off of everyone.

"Everyone, we need to regroup," Ruby called out, "We'll take turns attacking it along the way. Jaune, you get better, then recharge Sirena's aura. Sirena, once your aura is back, fuse into Mithala again and let Yang and Ren copy Deathzone. Ren, you use Deathzone on some earth-dust and use Necrotic Bubbles to kill some Grimm, allowing me to better recharge everyone's auras. Russel, get on that Grimm and make those crystal things, and send them behind the Grimm. Yang, send a Combat Drone to protect him once the crystals extend far enough to stop it the Drone from hitting the Grimm. The rest go and attack it with all you've got. But stay safe. If you dare to die, I'll drag you back and give you an earful."

"That's the new Ruby for you," Taiyang said, while everyone else was a bit surprised, "A tad unhinged, but very much concerned for everyone's safety." Except for Yang, Jaune, Ren and Sirena, everyone moved out to keep attacking the Grimm. Peter and Bartholomew attacked it head-on, due to their semblances giving them massive boosts in strength and speed, respectively, while Ilia used Power Whip, augmented with plant-dust due to the Grassy Terrain, coating the Grimm in a healthy green aura. Whenever someone hit it, a green leaf appeared and recharged their aura a bit.

"Got it," Jaune said and focused, forcing his aura to regenerate faster than normal. Once he passed 5% aura, Immortal Resistance kicked in and replicated his great-aunt's Recover semblance, instantly bringing him to 55% aura. He fused into Arkos to get faster aura regeneration. Arkos recharged Sirena's aura enough to let her fuse into Mithala, then turned their attention to Yang and Ren, recharging both people's auras at once while Mithala imprinted her soul's structure onto their souls. Russel dashed onto the Hell-back, and the orbs from Spectral Healing immediately recharged his aura, while new ones kept popping up every second. He sat behind the massive bony tree, staying safe from Coco's attacks, and began creating his Reflectors.

"Alright, I'm ready," Ren said when he returned from his soul core. He took an earth-dust crystal and focused on it, making it harm Grimm in a certain radius for about an hour, while Arkos kept recharging his aura. Once he was done, Ruby took his arm and used Petal Burst to bring the two of them to a faraway pack of Grimm. Ren decapitated some of them with his weapons, with the blades covered in an earthen brown energy. Spectral Healing recharged his aura first, then Ruby's, and when both people's auras were fully recharged, the orbs just lingered in the air. With how the Necrotic Bubbles were placed, and how Deathzone was set up, the orbs from Spectral Healing would all reach Ruby, allowing her to recharge her allies' auras from afar using Kindred Link as conduit.

"There needs to be a better way to do this," Weiss thought, slashing away at the Hell-back. She jumped off the Grimm again and created a Safezone and Healing Circle inside the Grassy Terrain, then summoned a Seer and several Queen Lancers. She made the Grimm fly ahead and shoot short bursts of bone spikes into the road, placing Landmines that would erupt in wooden spikes facing the nearest Grimm.


Author's note: This thing's tough.

Also, Ilia is back.