RWBY: A Thorn in My Heart

CH 36: Death's Door

Explosion's rippled not just throughout the city of Atlas, but within the Communications tower. Ironwood fired the cannon form of Due Process as a goliath glyph conjured up by Winter, the green laser entering its stomach and turning its innards from snow white to bright green as it imploded. Marrow covered his ears as the explosion let off a massive rumbling that made them ring.

"Aaaah, any chance you girls could give my ears some ice?" Marrow yelled, his damaged hearing making it hard for him to control his tone. Weiss instantly turned her head to check on him, a moment's distraction Ironwood didn't fail to notice. It was foolhardy to ever take your eyes off an enemy in battle, something the general learned the hard way when he lost his arm. Glaring at her as his trigger finger grasped Due Process, Ironwood's expression darkened as he prepared to capitalize on this.

"Justice is served." he coldly said. Due Process's canon barrel shined green as it charged up making Winter turn pale as she turned her head to its direction and saw the target.

"Weiss on your left!" she screamed, trying to alert her sister to her attacker. Weiss heard her sisters screams soon deafen by the sound of a weapon firing and instinctively grasped her blade. She soon deafened the cannons sounds as she heard the voice of her leader Ruby echo in her mind.

"Remember Weiss, enemies won't always engage you in battle up front. They'll sometimes try sneak attacks. We got to work on flexing your reflexes to prepare for such things." A younger Ruby said to her partner who was plopped on her back, sweaty and covered in bruises and small cuts.

This was the time they were training at Beacon shortly following their argument in Professor Port's class. Weiss had always wanted to be in charge, she had felt she was the most deserving of it due to her power and prestige. She had the best tutors her family could buy, as much dust she could need to level a mountain let alone a leviathan. But to her utter perplexity, this small 15 year old silver eyed girl who was a total ditz was chosen over her. Ozpin had to have made a mistake letting an immature child be team leader, only to feel reality press her down as the front of Crescent Rose did just that unexpectedly, making it hard to breath. Ruby was far more skilled in practical combat than Weiss, something the former was going to make sure was beaten into her partner as she taught her.

"R-Ruby what the h-hell!? Take it…off!" she grunted. Ruby merely gave a cocky smirk befitting of her Uncle, it wasn't in her to look down on others, but this spoiled princess was too irresistible to pass up on humbling.

"I never rang a bell, don't assume your opponents ever going to just stop unless you knock them out." Ruby admonished in a cocky tone that made Weiss grit her teeth in frustration.

"Why you insufferable little b-" before the heiress could finish her eyes widen in terror as Crescent Rose released her chest and twirled around in the air almost as fast as lightning. Weiss's adult self soon saw the image of laser firing at her in place of Crescent Rose.

She plunged her saber into the ground, while she had little Aura left, but her training under Ruby to defend herself from unexpected attacks wasn't going to waste.

"I won't let it!" she yelled to herself as she summoned from her skin some Ice dust that glowed bright to Ironwood and Winter's shock. Beneath the younger Schnee formed a small pool of ice her heels used to slide to her right. She could see and feel the laser brush up near her face as she dodged, a mild sense of fear of what it connecting would have done to her filling her mind as she sweat nervously. She soon fumbled a little as she recoiled from the explosion behind her that left hole in the wall, almost slipping on her ice and heels as she struggled to regain her balance. As she did she couldn't help but smile a bit in relief. She had dodged a dangerous attack perfectly just like on that day, before she tensed up remembering something frightening.

Weiss, despite her lack of muscle back then, flashed all her aura to her arms to give her the strength she need to backflip and narrowly avoid the tip of Crescent Rose as it smashed into the ground where she had been laying, though the impact made her have to roll as she couldn't focus on her landing well enough. She soon felt her face rubbed up against grass that itched her face. This discomfort was nothing compared to the soreness in her arms and the anger she felt at Ruby for that attack. Filled with anger, she forced herself up, ignoring her pain, and looked down to see her white dress covered in dirt and grass stains.

"You dunce! Look at what you did! Your sooooo paying for my dry cleaning and what if that blade took my neck you gun crazy little bitch!" Weiss yelled as she patted her dress in a vain attempt to get the dirt and grass off and held her arms to her side saying "look at this mess" towards Ruby, who merely smiled unapologetically and chuckled.

"What's so funny you little swine!?" Weiss roared.

"Hey, you wanted to learn to dodge and you did, its up to you to learn to land now…. No actually its up to your amazing leader to teach you!" Ruby yelled madly as she changed Crescent Rose to gun form and inserted a Fire dust crystal into the ammo cartridge, making Weiss pale up.

"W-Whoa Ruby! I'm out of aura don't shoot!" but Weiss's frantic request was ignored as Ruby aimed at her feet and fired off a round of fire bullets that exploded upon impact sending her flying.

"When were done I expect my payment in cookies! Chocolate Chip please!" Ruby yelled.

Back in the present, Weiss couldn't help but exhale as she regained her balance. She looked at a perplexed Ironwood, his canon smoking and turning red from overheating which she recognized and couldn't help but smile.

"Ruby's weapon was better with explosion's old man!" she smugly yelled as she charged at him.

Die RWBY Song ( watch?v=iP0gJpZUF1Y)

Ironwood snapped out of his shock and instinctively tried to fire his cannon again, only to hear a click and nothing else from his gun. He gritted his teeth as he finally noticed the smoke from Due Process.

"Damnit it!" he yelled a she tossed it aside and pressed a button on his mechanical arm. It began to charge a green energy similar to due process. Seeing this, Marrow released his ears, despite still reeling in pain, and instantly raised his finger towards the General.

"Stay!" he yelled, making the General's body flicker blue as he froze in place. Marrow smirked as he saw Weiss brandish her saber, aiming it at the General's neck, but Winter plunged hers into the ground and summoned a huge glyph that created a paladin knight that lunged towards her sister to Marrows utter disbelief.

"What are you doing? she's got this!" he yelled only to have Winter clasp his mouth and forced his head to look back at Ironwood. Marrow's eyes widened as he realized the Generals arm began releasing green lightening that shocked himself, releasing a scream of pain as he was forced out of Marrow's command and plunged his fist straight towards Weiss. Winter's paladin grasped Weiss's stomach and threw her towards her sister and Marrow, barely getting her out of the way of the iron fist of green lightening that plunged into the paladin's arm, shattering it and sending the electricity into its whole body and making it explode.

Weiss gritted her teeth in frustration, but she wasn't deterred in the slightest despite her sister's strongest ace being destroyed. She waved her saber in the air, summoning a trio of white glyph's beneath their feet that surprised Marrow as his body blowed white and then blue.

"Now charge doggy!" Winter yelled as she ran towards the general with her sister at the speed of light to the dog faunus's utter disbelief. Ironwood raised his arms up and leaned his body forward as he flexed his aura to brace for their saber strikes. But Weiss and Winter grinned as they had expected this. They pole-vaulted over him leading him to lower his arms covering his face in panic as Marrow finally got the idea and charged at him, delivering a fist to his black bearded chin which was soon covered in blood drawn from the Generals mouth as he was sent flying towards the Schnee sisters.

"Ready Weiss!?" Winter asked with an encouraging tone that almost bewildered her sister, who was not used to such things. But Weiss quickly smiled proudly.

"You bet sis!" She yelled as she summoned lightning dust and fire dust to each of her arms as Winter formed a glyph for her, enhancing her sisters speed and as such the velocity of the punch Ironwood winced as he braced for it, no doubts in his mind it would hurt like hell..

Weiss reeled back her arms, now glowing red and yellow, as she delivered with full force a fire and lightning enhanced duet of punches that sent shockwaves throughout Ironwoods body, making him feel like his skeleton, which was visibly flashing from the electricity striking him, was on fire and about to split in half. As his Aura shattered in mid air, Weiss took a deep breath as her aura went down as well, something the General, despite struggling to stay conscious, did not miss.

Ironwood pressed a button on his mechanical arm and its palm flipped up like a lid, revealing a claw mechanism that latched on to Weiss, causing her to gasp as he whipped her around and sent her flying into Marrow's stomach, knocking the wind out of him and shattering his Aura. It felt to him like a baseball bat had struck his stomach without his guard up and he soon saw his vision fade as he closed his eyes.

Winter snarled in anger, almost animalistic like to her own disbelief as she feared she was becoming more like those "animals", and pressed her saber into the ceiling, forming another glyph with the last of her Aura and cannon bolting towards the General, delivering her knees into his lower back, almost swearing she could hear bones crack as the General released a loud yell of pain. But just when Winter thought this would end it, the General gritted his blood soaked teeth and gripped one of her legs to her horror. His arm flashed green again to her sheer disbelief.

"What the hell!? Your Aura was shattered how..." she asked in confusion.

"This arm's power doesn't come from my semblance!" he yelled as he swung her towards Weiss and Marrow, the impact sending the three hunters flying out the hole in the wall behind them.

Reunion

As Weiss opened her eyes painfully, she saw her sister and Marrow passed out beside her as they descended quickly towards the ground. She swung her body around and clenched her arm. She grunted in pain as she tried forcing some gravity dust to emerge from her arm, but she was too low on aura. Blood and purple shards merely protruded from it for a moment before receding back into her painfully. Her arms felt numb after this as it limply hung in the air, as they got closer to the ground. Weiss wanted to scream then and there for all with all her might, but felt the cold steel of a scythe on her neck as she glanced behind her to see the image of the Grim Reaper behind her. Death had come for her and her friends, it was then she realized the futility of her efforts and a massive wave of frustration and sadness overtook her as tears stung her eyes, which she painfully closed as she began to accept her fate.

"I-I'm sorry sister! I'm *hiccup* sorry Nala, Sun I couldn't save us! R-Ruby…. I'm sorry I-" she tearfully said as she choked, before she soon felt an something hard hit her chest, knocking the wind out of her as she began rising back towards the top at break neck speed. She opened her watery eyes to see the image of her fearless leader Ruby, flapping wings made out of rose petals as she flew her partner around and pressed up against her cheek.

"Again, we go to work on your landing partner!" she yelled teasingly as she pointed to the ground. Weiss blushed from this affection before remembering her sister and Marrow. She turned her head to see Penny using her wires to hold them up along with Blake, Yang, Raven, and Qrow holding harbringer as they waved to her and smiled.

A huge weight left Weiss's chest as she began to take deep breaths and smiled with joy realizing they were all safe, before her mouth was covered by Ruby's lips and stopped her breathing. Weiss blushed heavily as she felt her leaders Aura surge into her, recharging her and causing her cuts and bruises to heal as she flashed a purple energy. She looked at Ruby in awe, mixed with embarrassment and a bit of fear for Blake's reaction later, but she was alerted by a glare from Ruby.

"Sorry, but I can't have my best friend all banged up when we got another fight on our hands…well maybe 2 soon. I'll explain later get ready partner!" she yelled as she continued flying to the top.

"2…what's the other fight?" Weiss thought, but her confusion was casted aside as they reached the top and all landed safely, Weiss knew she had to brace herself as she rubbed her blade hilt, trying to stay strong despite her soreness for her partners sake. Everyone soon saw the image of Ironwood struggling to stand as his face winced in pain and he breathed heavily. Qrow couldn't help but shake his head disappointed at him, pity and anger swelling up his thoughts as he eyed his old ally turned enemy in such a pathetic state. Ironwood raised his face to see his enemies glaring at him, though Yang was smirking out of confidence for her victory. He stepped back in shock seeing her expression, it was just like Cinder's. Anger and fear overtook him as he tried to power up his robotic arm again, but it only spasmed as it grew rigid and hard to move from overexertion from that power earlier. He grunted as he faced them again, taking a look at Ruby in particular, her glare filled with malice as the image of a reaper in red cloak, it's scythe stained with blood creped closer to him. He knew then and there he would die if he faced her or any of them. He had lost again, plain and simple.

"And that's checkmate old man" Cinder's words echoed in his head, making him grit his teeth in rage. He looked down to see Due Process, still smoking, but he had an idea.

"No! I refuse to fall here! I'm the only one who can save Atlas from that Grimm Witch, and from you! He roared as he grabbed Due Process and plunged his robot arm into it with all his remaining strength to everyone's shock.

The canon shattered as a green crystal was taken out of it and was grasped by Ironwood's hand. Qrow and Raven especially gave a look of horror as they realized what he was planning.

"James don't your body can't handle the power of magic!" Qrow yelled, his last word "magic" alerting Team Rwby and Penny especially.

"My dumbass brother's right for once! Did you forget how you lost your arm, best we could do was put that power in your weapon. You won't survive this time!" Raven howled, but her expression of horror was not towards him, but towards the others, even Qrow who snuck in an annoyed glare for that dumbass comment.

"What's he going to do and what do you mean magic?" Yang asked, but Ironwood laughed at her ignorance, alerting the group to him again.

"Ozpin once found a rare element that had amazing power to distort reality like Ruby's semblance. I had hope from Penny's studies I could replicate it to a safer degree since I lost my arm last time as you so "thoughtfully" pointed out Raven." Ironwood said earning a sharp glare from the Branwen woman.

"Ever noticed how Qrow and Raven could transform into birds, well their bodies could handle his magic unlike mine. Two deadly bandits holding amazing power and a warrior of justice like me not getting anything but a melted arm!? What bullshit!" He yelled, his eyes glowing green as he crushed the crystal, charging his robot hand green as his shirt ripped off and veins pressed up against his chest, neck, face, and arms.

He released a wave of green energy at the Hunters, only to have it quickly blocked by a startled Ruby and Weiss who encased the group in vines and ice to block the attack, well most of it as the barrier was almost instantly incinerated, forcing them to flash their aura and cover an unconscious Winter and Marrow to shield them from the heat. As they groaned in pain, their Aura's barely hanging on, they took a sigh of relief seeing their wounded friends uninjured.

Everyone soon grimaced as they laid sight upon the now mutant man, who was glowing with a hot light that made their skin burn despite being a few feet away. Such power was released that decimated their defenses easily. They knew they had to finish this before Ironwood burnt out like a star and took them, or maybe even all Atlas (what's left of it Ruby thought) with him. Ruby changed Crescent Rose into Gun form and aimed it at the snarling almost feral man, but as her eyes met his through the lens scope, her hands began to tremble.

"How could you, the man who made my dream a reality, stoop so low and have to try to take everything away now?" she thought to herself. He had given her team their licenses, only to take them away because he was afraid to lose control of Atlas, gave them encouragement and applause for their aide in the war only to condemn them as criminals, and once claimed to be the strongest man in the world only to become an abomination before her. Everything about the general now was a contradiction, it honestly felt wrong to put him down like a mad dog, but she heard the sound of Harbringer and Gambr being transitioned into a gun and saw her uncle and wife beside her aiming at the general themselves and giving her an encouraging nod, as if they read her mind at that moment.

"That's right Ruby, don't hesitate. He isn't our friend anymore, he's a monster and he needs to go down. The past can die with him for all I care." She thought to herself. She cursed herself internally for hesitating even a moment, it was a detriment to any huntress to do so as it could lead to their demise or worse the people they wish to protect. Qrow and Blake stood by her and gave her strength so she wasn't going to waste it as she clicked her trigger, releasing a round of bullets at Ironwood along with her Uncle and Wife who fired at the same time.

To their utter shock, the bullets simply melted and evaporated as soon as they touched Ironwood's green skin.

"It's just like when Yang fought Mercury!" Blake exclaimed, making Yang glare with red eyes at the General.

"Hey no copy catting!" She yelled as she charged at him over Raven's cries not too. She raised her palm towards him, if she could just absorb that radiation she could save her team, save her sister. She wasn't going to blow this again like in the caverns, she was going to save everyone. But as her hand touched the general, her fingerprints began sizzling as she winced in pain.

Yang ignored cries of worry from Ruby as she began absorbing the green energy into her arm, but felt a stinging sensation as the power seeped into her arm. It was painful, but at the same time oddly comforting as she felt hyper enough to run around Mt. Glenn 20 times and fight a horde of Beowulfs.

"This is magic!? It feels… Amazing! No wonder this old creep used it!" she yelled, her eyes turning from red to green as she began chuckling, almost manically as the energy flushed her body.

Her laughing didn't go unnoticed, as Raven and Qrow groaned in annoyance.

"What's happening to her Uncle?" Ruby asked, fear in her tone after seeing her sister smile creepy.

"Not everyone can handle that much magic, even Ozpin couldn't without hurting his leg. If Yang doesn't stop now she could implode!" Raven yelled, making her step daughter lunge towards her.

"Ruby don't its suicide!" Qrow yelled with his arm rose towards her, but she ignored his call. Forget as a huntress, she had a duty to save her teammate, her loving sister. She heard him running towards her and skidded as she turned around, shocking him into stopping as she glared at him.

"Just trust me for once!" she yelled as she placed her palm onto the floor, summoning a wall of thorn's between them that closed off the rest of the group from her and the heat from the green light that shined a little through the cracks in the thorn wall.

"Damnit Ruby! Get back here you can't handle that much power, even Yang can't!" Weiss yelled. She ignored her aching muscles and took her blade towards the wall in panic, but as she delivered her sabers blade towards a vine, it shattered upon impact to her shock. It was like trying to cut into steel with scissors, she was flabbergasted by the sheer toughness of these vines. She soon felt an extreme rush of frustration arise.

"Oh you stubborn little… hot headed… oh you bitch can't you Xiao Longs ever listen to reason! Weiss stuttered.

Ruby flashed her red Aura, fighting to stay upright as she felt the heat of Yang and Ironwood's bodies envelop the area. She took slow steps towards them not out of fear of retaliation, but the sheer pressure of this magic power they released was weighing her down. It was like a truck was parked on her back, but she couldn't desist. She had to save Yang at least.

"Hang on sis… your fearless leader is here." She said slowly as she approached her sister, whose laughing drowned her out to her sister's arrival.

Soon Ironwood and Yang's bodies released a wave of energy from their mouths and eyes that nearly sent Ruby flying, but she summoned vines from her feet to lodge her into the ground. She sweat profusely as she felt her Aura fade rapidly protecting her from the radiation. She knew she had to act now before they were all vaporized.

"Sorry I got to hurt you sis, but you leave me no choice." She sorrowfully stated, closing her eyes solemnly as she raised her hand towards Yang and summoned a vine towards her. Ruby encased her Aura around it to keep it from catching fire as it plunged into Yang's back, eliciting a shriek of pain from her as it began absorbing the radiation into it. Ruby opened her eyes as she began sensing the power melding into her vines towards her. She remembered very well her Uncle's and step mother's warnings and knew she shouldn't absorb all that; it was too much power for anyone to handle. Thinking quickly, She summoned a vine that stabbed Ironwood, now on his knees in exhaustion and too tired to even groan in pain. She melded their Aura's together and send the energy in a cycle between them rapidly regenerating Ruby and Yang's burnt skin and ceasing Ironwood's glowing for a brief time. But every time the energy and magic touched one hunter it made their skins glow and briefly shocked them with the overwhelming force. It took a lot of Ruby's concentration to pass it on and knew she couldn't do it forever. Except she didn't have to, Ruby's body soon began to flicker like static as she replaced her position with a makeshift tree she grew that began absorbing with vines from Yang and Ironwood in her place. Once it was the tree's turn to take the energy, Ruby brandished her scythe and cut the vine's connected to Yang and Ironwood. She then took an ice dust bullet she swiped from Weiss and loaded it into her gun. She shot it towards the tree, freezing it and soon loaded a quake crystal into the gun to replace the empty cartridge. The ice on the radiating tree slowly melted, but Ruby unleashed a scythe slash of white energy that enveloped the tree, creating a pillar of green and white light that shot upwards through the roof as she encased herself and her 2 companions in vines to shield themselves as the wave of energy ceded.

Going out with a bang!

Yang slowly opened her eyes to see her baby sister and friends smiling warmly at her. She had a massive headache and her hands stung badly, but she didn't care. She wrapped her arms around Ruby's head as she pulled her into a warm embrace and cried.

"Sorry I messed up again." She sobbed, but didn't cease her crying.

"Don't worry, you did your best. That's all I ever need from you." Ruby said warmly, she was aware of her sister's guilt complex and was doing her best not to exasperate it. Their warm hug was soon interrupted by Weiss and Blake joining, not that they really mind. It was again interrupted to their collective annoyance by a groan from Ironwood, still on his knees as he came to.

He slowly raised his head, ignoring the image of his former friends glaring at him with contempt. As he felt his life force drain away, he could only find the strength in him to look towards the opening in the wall past them and see his city, now encased in smoke and flames as buildings began collapsing, the sound alerting the group as they look towards it as well. Weiss had her hand cover her mouth as she eyed her home's decline into destruction.

"W-What the hell happened to my city?" She fearfully asked.

Ruby hung her head in shame, she wasn't looking forward to telling Weiss this.

"We failed." Ruby bitterly said, alerting her partner who eyed her and saw Blake and Raven avert their eyes solemnly, confirming this to be true.

"Cinder activated the Nuke. It took half of Atlas, we couldn't stop her in time." Ruby said solemnly.

Yang grunted in anger in response, she was aggravated her sister was blaming herself when she eyed the person she felt was truly responsible.

"Well we might have made it in time if this ASSHOLE didn't keep all of use from being there to help kill that bitch!" Yang yelled as she pointed to Ironwood.

Ironwood, despite how weak he felt, wanted to find the strength to yell and deny this accusation. But as he laid eyes upon his city, his office, his own body in ruins, he couldn't find the strength as a horrible reality dawned on him.

"It's as you said. I ruined everything." His mellow confession giving everyone surprised looks.

"I wanted to be a king who could protect his kingdom and subjects. But all I became was a… dictator who was afraid of losing control. Now look where we are." He bitterly said.

As if drawn to his negativity, a portal appeared in the outskirts of the city of Atlas and Mantle, to the group's horror. It was the largest portal they had ever seen, spamming 500 feet wide. Whatever came out of it was going to be massive.

Out of the giant portal slowly was the appearance of a colossal razer sharp toothed whale Grimm with horns on its snout, red dragon wings, and a row of spikes on its back and tail flipper that sent shockwaves as it flapped and kept it in the air. The monstra was joined by thousands of Manticores, dragons, and Nevermores joined by Cinder, who connected her body into the head of the whale Grimm as her eyes glowed black and red.

"GO MY PETS! ENJOY YOUR DINNER!" She screamed as she pointed towards the city's last shield and they bellowed as they flew towards it, there bodies twitching as they felt the fear arising in the citizen's in both covered cities that saw this sight unfold.

A small group of mecha's with some droids with jet packs from the city flew out of the shields towards them, firing lasers at them and killing a few Nevermores and a Manticore. But Cinder merely grunted as she waved her hand, signaling Monstra to charge its horns with black aura that released a storm of small dark horns from it that pierced each robot and mecha, the latters riders being impaled from their cockpits as Cinder laughed a little and had the whale tail slap the mecha's crashing towards Mantle, scaring the citizen's down their even more as they saw their last line of defense fall.

Everyone in the center also felt their stomach collapse in fear as they saw this massive fleet of Grimm.

Ruby in particular rubbed her eyes solemnly.

"Forget the whale, I couldn't freeze nearly that many Grimm!" she yelled in fear.

"T-Then what do we do? Have mom transport us back to Patch?" Yang meekly asked, fear overtaking her as well. As much as she hated fleeing and wanted to fight, she couldn't find the strength to do so after that display of power.

"Yeah, yeah okay I'm getting us all home. I'm sure Tai won't mind a dozen friends over." Raven meekly said as she grasped her blade, only to have Ruby grab her palm, shocking her.

"No! We can't abandon the people. That's not what hunters do. We got to get them all out." Ruby objected.

"I can't get all the people of Atlas and Mantle to Patch before the shields go down Ruby its not-" before Raven could finish Ruby raised a finger to cut her off.

"Just the people of Atlas, or what's left of them" Ruby sadly countered, Weiss rubbed her stomach as it pained her to hear that and remember all those that surely perished in the initial explosions.

"We can use the tower to get them all to here us and tell them to go to one spot where you will teleport them out." Ruby said sternly.

"But then, what about Mantle, all those people?" Weiss asked.

Ruby took a deep breath, knowing how they would react to her plan due to its crazy nature.

"We are going to use a Nuke of our own. We're going to use Atlas as a battering ram and blow up that Whale and grimm witch once and for all!" Ruby exclaimed, her plan indeed shocking everyone, even the near dead Ironwood.

"Are you crazy Ruby!? That's impossible, How could we use this city as a missile?" Yang said.

"Actually, it may work. I can handle one of the controls and drive the city into the Grimm fleet. I estimate the explosion will be strong enough to at least injure the whale and since the other Grimm are so close, it should eradicate them and Cinder." Penny said.

"How likely is that because I am so sick of this bitches immortality acts." Qrow venomously said.

"About 75% sure huntsman Qrow, but I need General Ironwoods key. I only have one control key as well it a precaution he made, in case I was ever taken over again like in the war." Penny said, RWBY winced hearing that, bitterly remembering the 6 months Penny spent as Cinder's puppet trying to kill them. It was no surprise why she was eager to nuke Cinder for this.

"Then… take this… I might as well do something right for once." Ironwood weakly said as he rummaged through his pants and grabbed a key to hand to Ruby.

"Your really fine giving up the city?" she asked.

"I've already blown it to hell. Just send me out… with a big… bang." Ironwood slowly said before collapsing on his back. Ruby let out a small squeak as she placed her two index fingers on his charred neck. There was no pulse, a sensation that made her skin pale.

"He's… He's dead." She said softly.

As much as Qrow wanted to say "about damn time" he saw his nieces sorrowful expression and fought the urge. He knew how much it tore her up to fight an old ally, let alone one that made her dream come true once. It wasn't the time to talk like that. Ruby took a deep breath as she let his event settle in before standing back up.

"Okay then, me and penny will wait for you to evacuate the city, then well drive Atlas into the fleet." Ruby said before a yell startled the group. Yang was looking at them, especially Ruby and Penny with a worried look in her lilac eyes.

"But wait! How are you going to escape if you drive this city into that fleet, won't you get blown up too?!" Yang asked in panic, Ruby and Penny looked at each other briefly then sighed, making Yang pale as she realized something.

Rwby ost plays: Such arrogance! ( watch?v=3_MmXyIE3_w)

"You… your planning on it aren't you? Your going to sacrifice yourselves!?" She screech, Blake and the others gasped at this realization, giving Ruby and Penny thousand yard stares and retreating a bit.

"Ru-Rub" Blake could only stutter, unable to process anything after this startling revelation. Her wife was planning to die to save them!? She couldn't even get a minute to process this before Yang let out a yell and cry.

"No! You can't do that, screw this city lets just get out of here! I'm not letting you kill yourselves and leave me…us alone over some stranger!" Yang yelled, tears dripping down her face. Everyone grew somber hearing this, Raven especially could tell Yang was really likely remembering losing Summer and the time Raven left home after she was born. To lose her sister now was naturally unacceptable for her, hell it was unacceptable for all of them, but Raven knew what was at stake as she eyed that massive wave of Grimm. She knelt by her daughter, surprising her as she embraced her for what felt like the first time ever.

"This is her choice Yang, you got to let her do what she feels is right." Raven said softly. Yang gripped her arms like a vice, but before she could utter a protest, Weiss and Blake beat her to it.

"Like hell it's the right choice!" Weiss screamed, tears running down her face as pounded her fist into the ground in frustration.

"So your saying I should let them die and go on with my life like it's nothing!? Screw that she's coming home with me, to our baby!" Blake yelled as well, running to her wife and locking her in an embrace, not wanting to let go for a moment for fear of losing her.

"But friend Blake, if me and Ruby don't go there's a 0 percent chance of the people of Mantle surviving." Penny said. Blake shot her a fierce glare that made the android feel panic for the first time since she learned she was brainwashed.

"And your fine with Ruby dying beside you?! Your fine with leaving us FOREVOR!" Blake's screams resonated throughout the room. Everyone grew despondent, unable to find the strength to utter a single word as they thought of this. They all gasped as they soon saw what should be impossible, Penny a robot girl actually crying.

"Does it surprise you friend, that I can cry like you?" she asked venomously with a sharp glare as she cried, making Blake quiver and her ears go down as she slightly retreated.

"I always asked papa to give me this ability, to cry like you. Because I wanted to be human like Ruby, the girl I love. That's right, I feel love, I am not just some killer robot, some sex toy, some mindless robot like those things out there that were turned to scrap. I do care about Ruby and don't want her to go, but it's because I love her, and I am indeed willing want to go out with her if it means standing by her convictions. If it means even for a moment I can live and die like a true human could!" Penny yelled.

Blake and everyone else stood silent at this robot girls passionate speech. Blake honestly thought she was more human in that moment than anyone she ever met. A part of her wanted to simply nod and except her request, but her lips quivered as she felt the urge to protests, before Ruby spoke up,

"Guys, I'll do my best to keep us from kicking the bucket with my vines, but… It's still possible we might… you know." Ruby hesitantly said, her tone and broken voice showing the others she really wasn't all too confidant about surviving.

"Well then take our Aura!" Qrow yelled, alerting everyone.

"Uncle Qrow are…are you seriously considering this?" Yang asked, bewildered he would actually approve this suicide plan.

Qrow merely shot her a glare, the intense pressure silencing her as she felt as if her neck was being choked. Raven glared at him in disproval, though the older huntsman didn't know if it was for Ruby or Yang's sake.

"You'll need as much Aura as you can for the crash, take mine and half or Raven's too." He said, Raven glaring at him even more. She was irked he kept volunteering her for outlandish plans like that retrieval mission in the Dark Continent.

"No." Ruby merely said sternly, receiving a surprise look from her uncle and the others.

"Ruby you need to recharge-" Qrow said before he was cut off,

"Yes, but Raven is going to need as much Aura as possible to transport you guys and the citizens. I can't take hers." She said. Qrow rubbed his head nervously. He couldn't deny it was the logical course of action, just like her plan, but he was starting to doubt letting her go through with this with lower aura. He began to feel the desire to go in her place, even clenching fist ready to plunge it into her stomach and knock her out to do so. Before he could even ponder this thought more he suddenly felt a sharp pain in his own gut and looked down.

A vine had struck his gut that slowly sapped his red Aura. Qrow raised his arm in protest towards Ruby, but her face remain firm, she knew what he was thinking and wasn't going to let him stop her or take her place. Qrow's vision grew hazy as he felt light headed from lack of Aura.

"You… stupid… little brat." He groaned as he collapsed and the vine was pulled out of him and retracted into Ruby's fingertips as she let off a moan of pleasure while her Aura flared up.

"Okay, so whose next or would you prefer the more "fun" method" she said to her team before licking her lips.

The trio of woman looked to each other with dread. As much as they wanted to oppose, as much as they wanted to take her place, they knew she would never allow such a thing. Ruby would rather die than let the others sacrifice themselves, a feeling that was mutual. In this clash of convictions only the stronger huntress would be allowed to go through with the sacrifice and Ruby was much stronger than them right now. Weiss and Yang barely had Aura, but Blake was at full power. She looked down to see her blade, her hand twitching as she felt tempted to face her wife yet was also scared out of her mind. She could never forget the sensation of Ruby's face on her fist as she hit her all those years ago to knock her out and save her. Hell, she wanted to do it again, but she grasped her fist with her other hand, she felt an even greater desire to speak with her, just beg even to get Ruby to reconsider.

"Ruby please do-" before she could finish, Ruby speed up to her in a flash with her semblance, rose petals flying around them in dance as she pressed her lips to her wife. Blake gave a look of horror as she realized the intent and pressed her hands to Ruby's chest in a desperate attempt to avoid her Aura being taken. But Ruby merely gripped her wife's back in a firm embrace, unwilling to let go. She didn't just want keep Blake from stopping her, she wanted to make this kiss, possibly there last one, last as long as she could.

Blake wrestled her head as Ruby's tongue went deeper and her back aura seeped into Ruby's body. Her ears went down as her arms grew limp, she had lost all strength in them and couldn't do anything else but cry tears of sadness at her helplessness.

"I'm sorry, please take good care of Thorn for me in case. It will be easy though, he sure loves his kitty mama, just like I do." Ruby tearfully said with a smile that hid horribly her true sadness at the prospect as her wife plopped to the ground on her back, panting in exhaustion.

Ruby soon turned to her sister and Weiss, the former's eyes flashing between red and lilac.

"Don't you dare Ruby. Please… I can't lose you." Yang tearfully and bitterly said. But Ruby merely placed a small vine into her sisters hand, eliciting a painful grunt from her as she vainly tried to rip it out.

"That's why I'm doing this Yang, geez you could never think ahead could you?" Ruby said before summoning another vine to force her Sister into a warm hug. Yang choked on tears as she felt her sister grow warmer by the second as her yellow aura seeped into her.

"A part of you is going to protect me, I couldn't have asked for more from the best big sister ever. I love you Yang." She tearfully said as Yang closed her eyes when the last of her Aura and energy faded. Ruby set her heavy body down next to Blake's, and then turned to Weiss.

The white hair maiden felt her heart pound fast. She wanted nothing more right now then to embrace Ruby, but knew this would almost certainly spell her friends doom. She felt her mind race as she pondered whether to fight back or just accept the inevitable selfishly. Rather than be kissed or stabbed like the others, Weiss was shocked as a warm hand was placed on her cheek.

"Weiss, when we first met…You were such a snob you know that?!" Ruby bluntly said with a smirk. Weiss couldn't help but be startled and offended at once. This was possibly the last time they would speak and she goes off with that. She teared up as she gritted her teeth.

"What kind of scarecrow Oz shit is that?! What about how you love me? How I am the best partner a total idiot like you could ever get? Or how you feel 100 percent sure you'll kick Cinder's butt you… YOU DUNCE?!" Weiss screamed before a kiss cut her off. As Weiss's Aura quickly returned to Ruby, the latter soon released her partners mouth as she stood on her knees, too weak to do anything as her partner rose up and smile warmly at her.

"No need to say the absolute obvious don't you think bestie?" She said confidently.

Weiss, even as she slipped out of consciousness, could hear those words clearly as she collapsed. As she fell, it wasn't Yang, Blake or even her sister she saw before her as her body plopped beside them. She focused solely on the hazy image of the red reaper crying before her as her eyes began closing.

"You really are a total fool, aren't you?" Weiss thought to herself as her consciousness finally faded.

Crash landing

Ruby went over to Winter's unconscious body. As much as she wanted to preserve her stolen Aura, she knew her partner's sister to help her with this plan. She summoned a vine from her fingertips and injected it into her palm. Winter was passed out and couldn't feel any pain, a reality that Ruby was grateful for as she noticed beside her Winter's saber, a much sharper and powerful looking one than Weiss's. It was one of the reasons she didn't kiss Winter, that and Blake or Weiss would likely wake up and kill her sooner.

As Winter began tossing and turning, Ruby gave a nod to Raven to begin her mission. Raven instantly complied and summoned a portal to Patch. She simply grabbed the young hunters laying on the floor and threw them into it to Ruby's shock and annoyance.

"Jeez Raven! Be more gentle your gonna give them concussions or kill them before Cinder can!" Ruby yelled admonishing her step mother.

"It's mother to you, and gentle isn't a bandits strong point." Raven said.

"But being a total bitch is im sure." Winter said, alerting Ruby who felt the cold steel of a saber pressed against her Adams apple. Winter glared at her as she bit into he vine imbedded into her hand and looked at Ruby suspiciously.

"What were you doing to me and where's Weiss?!" She yelled. She then stole a glance nervously around, only seeing Penny, Qrow and Raven, as well as Ironwood's corpse in the room with them. His charred body stunk, but what disgusted her more than the shock he had been killed was what Ruby was doing to her body. She refocused on Ruby, who gulped a little to try and think hard about what to say. She remembered the scar on Blake's neck and didn't want one to match, despite thinking it might be cute.

"I was giving you my aura, we needed to wake you up for the mission." Ruby said.

"What mission? Ironwood's dead already." Winter said.

"Cinder's here with an army." Raven countered, her response making Winter's eyes widen in terror. She still felt groggy from the unusual treatment and knew she couldn't defeat that witch in her condition. Ruby eyed her discomfort and knew she had to speak quickly to help her.

"We need you to use this tower to spread a message to the citizens to move to the main square. Raven's going to take them through a portal to Patch while me and Penny take care Cinder." Ruby said, she then went on to explain her plan to Winter about driving Atlas into the whale. Winter looked on exasperated with Ruby and Penny.

"Of all the reckless, idiotic, bullheaded nonsense I have ever heard this takes the cake!" she exclaimed.

"It's also the only idea we got to save Mantle." Ruby countered, making Winter look at her solemnly.

"What if you fail and Weiss loses her partner… one of her first ever real friends." Winter sadly asked making Ruby gasp a bit.

"Yes that's right, you're my sisters first real friend. I always had to keep her safe from bullies or our parent's but never could I be anything more than big sister. You can't leave Weiss, please just-"

*Smack*

before Winter could finish Penny darted towards her and delivered the sharpest feeling slap to her face. Winter looked on in surprise as she clasped her aching cheek.

"Penny?" she asked confused. But Penny glared at her in disgust.

"So her big sister should die instead? So we should give up our own convictions to make you happy?" Penny asked sarcastically.

"Right now isn't the time for debating, we need you to do your duty and help us save the people now!" she screamed, making Winter dart up as she wiped the dirt off her uniform and went to the control panels.

Raven folded her arms and smirked, she was honestly impressed with the droids spunk.

Ruby hugged Penny as she began frowning in discontent. Penny rarely shouted and she felt uneasy doing so to one of her first friends as well. Getting a hug from her best friend and lover Ruby made her regain her happiness, but she felt irked that she needed to remain calm and quite while Winter got the message ready, wanting nothing more than to fly around with her lover in celebration and kiss her.

"Okay, Okay, the coms are ready, Raven are you?!" Winter said in panic. Raven merely nodded as she turned into her corvid form and flew out the building to the main square to complete her mission.

"Okay, when the people get out, I need you and Raven to take Qrow to Mantle. We need you to be the last line of defense for the people down there, in case *sigh* this doesn't work." Ruby sighed as she pointed to her sleeping Uncle.

"You sure he can handle this asleep?" Penny asked. Ruby merely grinned at her in response.

"He could kick Winter's butt drunk, I think he can handle a few leftover Grimm." She confidently said, ignoring a death glare from Winter as she readied her appearance, taking a small make up pouch in her shirt and putting on blush to cover a black eye, despite Ruby saying it would make her look more like a hero.

"You two "heroes" need to get down to the control panels downstairs and ready to fly." Winter said to Ruby and Penny.

As the two girls ran downstairs, Winter heard Qrow groan as he began coming to.

"Man, how can I be hung-over when I quit drinking?" Qrow said as he grasped his aching forehead. Winter merely frowned and shook her head in disappointment.

"Yeah right, never believed that for a moment bird boy." Winter mocked him sternly.

"Can you not be a bitch for one minute and tell me where Ruby is." He grunted.

"Went downstairs to get ready to fly Atlas." Winter said, making Qrow pound his fist into the ground in frustration.

"Damnit! I should have kicked her ass and forced her back to Patch when I had the chance!" he yelled.

"She made her choice, I don't like it either but it's too late to stop her now. Best we can do is hope she can survive and follow through with her plans. Now rest while you can, after I give this message to the people we head for Mantle. Your niece wants us to protect the citizen's in case she fails." Winter said, earning a sharp death glare from Qrow.

"Raven wearing pink is more likely than my niece ever failing." Qrow bitterly said.

Town Square

Meanwhile, Raven sneezed as she landed in human form in the main square. She rubbed her nose and sniffled, worried she might be catching a cold.

Winter ignored his comment and pressed a button on the control panels. In the town square, Raven saw a giant holographic image of Winter emerge crossing her hands behind her back.

"Ladies and Gentlemen of Atlas, or at least what's left of it. General Ironwood has sadly lost his life to madness. As such, I am now in command and I am here to assure you I will do everything I can to save you from the hordes of Grimm approaching our home. Now… I know this will be hard to hear, but Atlas is going down. But rest assured, we have a huntress in the town square who can teleport you to Vale safely. Please gather the bare minimum of what you need and treasure from your homes and head to the portal in the main square. I will stay behind to avenge your sacrifices against this horde of demons who terrorized our homes, terrorized you, I will fight for YOU!" she exclaimed with confidence in her tone.

In the span of a mere ten minutes, a horde of citizens arrived in the main square. Raven noticed some had mere backpacks and felt somewhat nostalgic. It reminded her of her days as a bandit, living off the land with barely any amenities. She then glared with disappointment a few men in suits having servants carry multiple suitcases and strut around with an air of underserved accomplishment, even shoving a few panicked citizens to the ground. She gritted her teeth in anger, forget leaving them behind she wanted to do the Grimm's job and end them right there. But Ruby's tearful image appeared in her mind and she abandoned the thought. She knew her step daughter would never abandon the people, it was naïve but an admirable quality and Raven knew that was why she was trying to sacrifice herself right now so she couldn't betray that philosophy of hers.

"Alright jackasses, no shoving or I close the portal and leave you all here!" she roared, causing many to squirm as they ceased running, not wanting her to follow through with that threat. Soon an old black man in a wheel chair she recognized approached her.

"Glad to see you got you made it old man." she said.

"Wasn't easy getting across that tree bridge in this chair, I'll be sending your niece the bill. Oh speaking of which were is Ruby? Pietro asked. Raven formed a sad frown, bring worry to Pietro as he placed a hand over his chest, assuming the worst.

"Ruby she's... going to drive the city into that Grimm fleet. She's going to sacrifice herself. Penny too." Raven said solemnly. Pietro gasped in horror as he reached into his pocket and dialed up Penny's number.

Penny looked at her scroll as it rang, seeing the face of her father as he looked at the image of her on the scroll number. Penny hesitated to accept this call, she knew he would try to stop her, to have her come home. But she knew if she answered, it would only serve to weaken her resolve.

"Penny?" Ruby asked her as she placed a hand on her shoulder. Penny felt a sense of dread rise in her chest as she hugged her best friend. Her hand shaking as her scroll nearly fell out of it. She soon handed it to Ruby.

"Please, don't answer it. I-I need to get ready for this." Penny sadly said. As Tears streamed down her face as the call failed, leaving only a message from Pietro. As she heard his voice over the message system, she felt her legs grow weak as she struggled to remain upright. She wanted nothing more right now than to answer back and tell him she loved him and that he was the best father she could have asked for. More than that, she was grateful he saw her as his daughter despite being a machine.

"I love you daddy." she sorrowfully whispered as she placed her scroll on the counter and prepped herself for the flight, playing the audio message from her father stinging her heart with each second.

"Penny, Penny! Please answer me you can't do this we'll figure something out! we'll..." before the old man continued to plead, Raven slashed his scroll with her blade. The old man looked at her fearfully, only to wince as he saw her crying with a sharp glare and grab his shirt collar.

"She's made her decision old man! Don't make their efforts worthless and get in the damn portal already!" she tearfully yelled as she pushed his wheelchair into the portal.

After a while the last of the citizen's including Pietro, arrived through the portal to Patch. Taiyang groaned in annoyance as his yard was filled dozens of people from Atlas, he went back inside to get snacks to keep them from rioting, though reached into his ice box to get some ice packs. He walked over slowly to the living room, his main couch being turned into a pull out bed for the three members of his daughters team, breathing heavily as they slept deeply to recover their aura. Tai turned on the television to see from Mantle a reporter showcasing Atlas on fire. But what caught the old man's eyes was the giant whale grimm shaking the reporter off their feet it as the news drone's showed it ramming its horn into the shield which began glowing red. Tai knew it was going to be a short while before the shields gave out and Mantle was doomed. He clasped his hands together after he placed the ice packs on the girls heads tenderly. He wasn't religious, but right now he just had to hope and pray Ruby and Raven were going to be okay.

"Please gods, bring them home safe. I can't lose anymore family." He tearfully begged, the image of Summer flashing into his mind as he did this.

Control Room

Ruby eyed the situation in the town square with her own scroll. Winter texted her, signaling she and the others got to Mantle and could begin their attack. As they turned their keys into the control panels, unlocking the steering wheels from their seals, Ruby and Penny eyed each other longingly.

"Penny, you sure your ready for this?" Ruby asked fearfully, she was shivering as she felt fear rip her from the inside out. She wasn't afraid of her own potential demise, despite not wanting it to happen at all, but she was more scared for Penny's potential demise. Penny merely gave her a sad confused look as she averted her gaze.

"Why would you ask me that at this point?" she sadly asked Ruby.

Ruby merely clasped her cheeks, soft as real human skin despite the synthetic skin and implants. She gave her a soft small kiss on the lips to the androids surprise, before her own eyes melted in acceptance.

"6 grueling months. What hurt me most wasn't being pregnant with that monsters child, it was being away from my friends, being away from you for so long hurt like hell." Ruby sadly said as she separated her lips from Penny who began crying at this confession.

"Whatever we do next I just want to do this together, nothing separating us again." Ruby said. Penny clasped her lover's hand that laid on her cheek tenderly as she eyed the controls and saw the Monstra Grimm on the monitor above them. Penny sighed as she nodded to Ruby.

"Then lets destroy that abomination…TOGETHER!" She yelled as she gripped her controls and Ruby smiled as she did the same. Penny pressed a button, deactivating the shields around Atlas only, transferring its energy to the back thrusters. Streams of fire blasted from the torched city as it went flying fast towards the whale.

Far behind the army of Grimm, the remaining soldiers of the White Fang hung back, guns, cannons, and blades grasped as they eyed the beasts in front of them.

"Cinder promised us she'd leave enough humans to kill, but you sure those things won't go for us too?" A fishman Fang said fearfully.

"They won't if you stop wetting yourself fish!" A deer man faunus mocked him.

The Fang eyed the attack on Mantles shields, their trigger fingers twitching as they grew impatient with the countdown to Mantle's demise. Soon they saw something above the massive army that made them reel in shock.

"Quick max out your Aura Shields!" A dragonoid faunus screeched as he flared a red aura armor around him. He was followed by the rest of the Fang army.

Destroying Droid factory ost: ( watch?v=dZSOHoUvsq0)

Cinder felt their fear behind her as she glanced back at them, momentarily causing Monstra to cease attacking the shields. She soon saw a dark shadow envelop her from above as she looked up. Her dark skin went pale as she saw the city quickly approaching her.

"What the fuck are they thinking!?" She yelled in disbelief as she waved her arm, sending as many Grimm as she could around her towards the city, but they merely were incinerated or were crushed by the city as it was encased by fire from the descent. Cinder let out a scream of terror as she was smothered by hot rock and metal as the city crashed into her and into the head of the whale who let out a painful screech as it crashed into the ground, giving off a massive crash that send a wave of dirt and air towards the Fang as they struggled to avoid being blown away by the storm.

Ruby and Penny eyed Cinder's expression of terror, grinning wildly as they felt extreme satisfaction finally seeing her loose her smug look. The two girls embraced in a warm hug as Ruby encased them in a cocoon of vines that flashed red and green aura while the room around them was caught ablaze in a fiery explosion.

Atlas finally falls, literally, as this story nears the end. Will Ruby and Penny survive? Will the white fang and Monstra survive to continue their masters assault on Mantle? Will Team RWBY be reunited? Find out in CH 37: The Final Battle Part 1.