With this chapter, things kinda start to go wrong. And they won't be very easy to right, either. Several of our Red Riding Hooders are about to have a rough time. It'll be an instance to see if they can get through these bad times long enough to get back to the good and decent times. Though it's definitely not going to be that easy.

Not when an enemy actively decides that life was meant to be harder on you and thus is on a quest to make it as difficult as possible until you either give up or crumble to pieces. Either way will work for them.

Time to head to battle...the days will be hard.


The sky was a rather dark gray, in the middle of the afternoon. The sun was nowhere to be seen at this point of time due to the abundance of dark clouds, but it was very much still daytime at the moment. But with this current timing and placement, there wasn't much light able to pierce through the clouds. With this combination, it left a rather gloomy and shady atmosphere. And given just how thick and widespread the dark and gray clouds were at the moment, it was highly unlikely that they would disperse anytime soon. From what certain forecasts say, this would be lasting for several days if current conditions do not change. The actual cause wasn't entirely known to most, but many were getting an eerie feeling out of it.

It was unfortunately all too fitting given the current situation that was relentlessly plaguing the town of Viridius with the falling green leaves from this dense forest only doing more to add to the oppressive atmosphere rather than being a source of comfort, as several of them were swirling about with the whistling breeze. And was several of the leaves soon began ceasing to dance in the wind, some of them finally fell and dropped down onto the ground right next to people lying lifelessly on the ground. Several of them have been laying on top of one another, even. There appeared to be vicious wounds on their bodies, though the blood was mostly minimal.

Several others were attempting to do their best to hide from whatever was doing this, though it was in vain. These creatures could sense them and smell them quite easily, rendering outright hiding and sharing in place to not only be a fruitless endeavor, but a deadly one. Some of them were simply children attempting to do what their parents asked, and when they got worried about them being gone for too long, they would attempt to try and seek them out. Only to bear witness to one of them being messily killed, knocked to the ground with wounds across their throats.

The ones responsible would slowly stand from the bodies and turn towards them, with an incredibly unnerving glint on their eyes. Gasping for breath, they attempted to run from them, regardless of how useless it would seem. The oldest of them, turned her head around and her eyes wide es as the creatures were upon them in a matter of moments. With a panicked and tearful shout, she hurriedly and forcefully pushed many of her younger friends forward and out of the way, before a sharpened hand pierced her through the stomach from her exposed back. She was already on the ground and dead in moments.

The others were teary eyed and stunned as the creatures soon happened upon them next after feeding from the dead girl, and moved forth to have them all share her fate.

A fiery fist slammed right down on the one who leapt forward, engulfing the creature in an explosive blast of flames that forcefully pushed back and burned many of the rest. The children's eyes widened in shock at the display, as the one behind it soon stood up and turned to face them. The crimson eyes and flaming hair soon died down, with her eyes going back to lavender.

"Hey there. Me and my friends are here to help." Yang greeted quietly and soothingly, seeing as though the children were quiet clearly terrified out of their minds. She looked back towards the one older girl that pushed them out of the way of danger. Lowering her eyes briefly, she shook her head and touched on the current task at hand. "Guys, it looks like this place was getting sacked for a good minute now. Had we taken any longer, everyone would have been wiped out."

Most of the others soon caught up with Yang, with Penny herself hovering over to the children and gently separating her hands to form a protective green bubble around them, it's surface glowing with digital lines. "You all will be safe in here. Everyone, transportation back to the nearest shelter is serviced for these little ones. Preferably as soon as we possibly can.

"We ought to make that the case for any other survivors we find, because they aren't done trying to pick them off. What even are they?"

Yang's golden mane ignited once more as several of the creatures rose out from the shadows of the trees, and quickly attempted to rush at her. They were mostly unprepared for her to throw a punch towards them that launched a pillar of explosive flames towards them. It consumed them and burned them up terribly to the point where they're covered in severe burns due to the aftermath. Though their miserable pain did not end there, for another massive torrent of flames soon engulfed them and left them shrieking in agony, before they eventually were stopped and reduced to ash.

Cinder was hovering overhead, flapping her wings and looking even more infuriated than usual. Ruby landed right besides Yang as both of them took a look around, with the former sniffing the air as well as the direction of the rest of the creatures.

"This scent...hey wait a minute, these are vampires?!"

"Vamps? You're serious right now?!"

Cinder's savage snarl briefly interrupted them as she threw one more ball of flame towards the ashes of the creatures she's already burned, further turning their ashes into nothing. In other instances, a torrent of fire smashed into the back of another one as they crashed into the ground in a heap of smoke. They attempted to take flight and retaliate, which was hastily crushed along with their skull as Cinder stomped on their head with a fiery blaze and a savage snarl. She immediately flies overhead in order to seek out more of them to burn and maim and kill. Ruby and Yang blinked, surprised at the rather spiteful display, before they turned back towards each other and refocused. Though Ruby made sure to keep note of how Cinder was fighting even more aggressively than usual, as soon as she recognized what type of enemy they were dealing with this time.

"I also noticed something seriously off about these guys. And it's the fact they're doing that." Ruby soon turned her head towards some of the vampires heading their way. Though alongside said this, they were leaving behind a trail of darkness, which Creatures of Grimm soon found themselves climbing out of in droves, particularly Beowolves and Beringels, Ruby narrowed her eyes at the sight as she ducked under and kicked a Beowolf through a wall. "Vampires don't usually have that kind of power at their disposal. These Grimm also feel a lot tougher. And their glowing more red than usual. Something is seriously off here, and very bad on top of it."

"You're telling me-MOVE!" Yang exclaimed as she pulled her sister out of the way, with a Beringel crashed down on their position with a punch, shattering the ground and collapsing some of the nearby houses. Both sisters slid across the ground with a bit of a startled glance. "...Yeah, I've wrestled Beringels to the ground before, and they're not usually that tough unless they're on the older side. These guys just popped up from the shadows!"

"That's only adding to me feeling that something about this is seriously off." Ruby snarled as she diced off a Beringels head with a swift slash of Crescent Rose, the sheen of the curved blade briefly shimmering. "I don't think this is something we can just brush off, wither. One way or another, we're gonna get to the bottom of it." She utters as she dashed through several more Beringels, seamlessly slicing off each of their heads with frightening and focused grace, allowing their headless bodies to fall to the ground.

Ren and Pyrrha, both at work with clearing a path for potential escapees, found themselves affronted with many more dark creatures of Grimm. Pyrrha on her own was not heavily hindered by them, applying her Magnetic Magic to her rifle and blasting several of them in their chests. Against their skills they were pulled towards her, where she either fired a more point-blank shot to their heads, swiftly diced off said heads with her xiphos, or crushed them with the increased magnetism from her shield. Either way, she was having little trouble dealing with things on her end, for the most part.

Ren, in the other hand, was feeling the difficulty beginning to build on him. With the increasing frequency of vampires and Grimm emerging and reaching out to attack them, he tried to expand his Aura and see what was truly happening, or what he could do about it. With the first surprising step being that the expansion of his Aura allowed him to perform a sudden burst of said Aura, pushing back many hostile targets with a huge repulsion of force, that was sharp and focused enough to not harm any of his allies. As he collected himself, he turned forth, and with a sharp glance, he recognized someone amidst all of the gradually growing chaos around him.

There was no way he could forget the sight of the woman, not after what she had pulled on the settlement, he was unable to help when he was nearly in the thick of it.

"It's you." Ren uttered.

Carmel Vanille slowly turned towards him, hearing him call her out, and more importantly she realized what he was speaking of. But regardless of either of those things, her expression barely changed. "Yes, it's me. I don't suppose you recognizing who your betters are will convince you to abandon this tasteless resistance you're trying to put up?" She gently descended to the ground, her eyes glowing slightly. "But of course, appearances are important. And you certainly appear to be the kind of rabble that will fight no matter what I say to you." She tilted her head. "Then again, I don't expect much intelligent decision making from you lot, as you made the rather disastrous decision of messing with our business."

"How could you kill those people?!"

Carmel stepped closer. "It is important to maintain and sustain appearances. Vampires are inherently superior to humans from the start. Out of all the creatures that tend to perish at the claws and fangs of the Grimm, you're all pathetic enough to die to them the most." Carmel lowered her eyes. "Humans are too minor to be considered anything more than livestock to be drained and killed for their blood, in the eyes of vampires. I even consider the disgusting dog that leads you lot around to be of a slightly higher class than the pet humans she drags around with a leash."

Ren narrowed his eyes. "Ruby doesn't see things that way."

"She's an inarticulate, uneducated, repulsive canine. Of course, she doesn't see things that way. She'd be fortunate enough to have the attention span to see past her own wagging, flea-ridden tail she chases." Carmel huffed. "Allow me to be plain, since you don't seem to be getting it. This world is no longer ruled by humans anymore. That trifling illusion was shattered at the end of the Barren Age, with the Dark Ages being the full return of supernatural forces. And it is the supernatural creatures and their upper class that dictates the direction of the world. That also includes the Grimm themselves, and even mere Faunus. Humanity's power has grown, and yet still you all die so much more easily than most. You're at the very bottom of the hierarchy, no matter how desperately you try to climb your way up. Your histories, your rights, your ambitions, your emotions, and your strengths. In the grand scheme of things, in the eyes of supernatural creatures, including us upper class vampires...do you know what value these things appear as to us?"

Carmel held out a finger, which gathered around several streams of blood.

"Trivial."

Ren braced himself, his Aura flaring. Though for a moment, he sensed something behind him, and quickly dodged to the right, as Neo's parasol blade briefly nicked him across the face when she tried to impale him from behind. His eyes widened as he soon found a bloodied hole in his shoulder, realizing that Carmel shot through him with a blood bullet.

Carmel blinked as she turned around, parrying a blade summoned by Penny, who currently had several swords dancing around her. Two of them shot towards her, though a hardened blood barrier managed to block the incoming blades. She shifted away, her wings flapping and tail whipping, as she tried to comprehend the being in front of her. She's heard of Penny from how they've been studying the group that's affiliated with their target. She was a supernatural cyborg, a woman with vast technological and magical power due to the nature of her magitek magic. In any case, despite her appearance, she herself was far from being a human woman. Her very nature as a technomagical being ensured this. Even down to her soul, it didn't belong to that of a human.

The nature of her existence was puzzling.

"What are you, really?" Carmel narrowed her eyes.

Penny tilted her head. "I am a companion of the Red Riding Hood Guild, Penny Polendina. And today I am your enemy. Is further clarification needed?" Carmel could only glare at the response, her fangs baring slightly. It appears all of that power didn't do anything about her naïvete.

Ren briskly avoided another lunge from Neo's parasol blade as he stepped back, striking an approaching Grimm behind him with an enhanced Aura fist, and parrying about another lunge from Neo. Though her vampiric strength was difficult to push back without wincing a little, he was able to stand his ground slightly. The sharpened end of Neo's parasol sharpens even further with the blood materializing around it, and she goes to slash Ren across the chest in a diagonal manner.

Her advance was stopped by Blake, who's shadowy blade through Gambol Shroud deflected the blade of blood and kept it from moving any further. Her stoic amber eyed gaze saw into Neo's heterochromatic ones, her tail briskly sliding back and forth across the ground. After a silent moment of observation, her feline ears twitched as the shadows around her grew.

"Your eyes...they're a lot like hers in nature." Blake began, referring to Carmel Vanille's. "...However, there's still a spark of life within your eyes. The slightest hint of your true identity. The person you know yourself as, rather than the person she's potentially shaped you to be. Despite how hard she's tried and how successful she thinks she might have been, that core piece of yourself isn't quite gone yet. Wrapped in shadows, yet it hasn't faded away just yet. How long has she been suppressing your soul, and your heart?" Neo gazed back into Blake's unblinking stoic stare...and her eyes twitched.

As Blake suspected. There was something different about this one compared to the others, and she might have just figured out why that is.

In another instance, Pyrrha hopped along the rooftops as she looked around for more potential threats and people to evacuate. Though even then, she was having a rough time focusing, for she found herself accosted by several Grimm snapping their fangs in her direction. Glaring at them, she pushed them away with a magnetically assisted push of her shield. She rhen tossed said shield towards the person she could see standing atop one of the buildings. Said person caught the shield in her hand, without moving an inch.

"Pyrrha Nikos." The vampire's lavender-blood red eyes closed softly, as she tosses the shield back to Pyrrha with the force of a flying buzzsaw. Regardless, Pyrrha was able to catch it easily, though with her Magnet Magic than with her hands due to the sheer force behind the throw rendering that option unwise. "Of all the 'common' humans amongst this posse, you're perhaps the most problematic one. You in particular possess strength that is far beyond the normal limits of humanity."

Pyrrha hefted her shield up as a blade of blood nearly pierced her with the vampire speeding towards her with the blade in hand. She was pushed back several feet, though still managed to ultimately stand her ground and repel the attacked from her shield, sending her into the air. She immediately regained her bearings whilst flying with her wings, looking down towards Pyrrha.

"I see you've played quite a role in culling the operations in Lightwind. You were quite formidable there."

Pyrrha's eyes widened narrowed, then she glared as her xiphos slashed towards Beatrix. "You were behind that?! You were the one leading around the ghouls?!"

"The ghouls know their place, which is below that of true vampires such as me." Beatrix declared as several dozen blood knives manifested, then shot towards Pyrrha like a hail of rain. She got to avoiding them and deflecting them with her shield. "One is always ruled by thirds. There is our best instincts, our worst impulses, and the expectations of the world around you. Id, Ego, and Superego. Always warring for control." Pyrrha jumped up as some of the blood knives actually began exploding into even more knives, having her channel her Aura to try and defend against most of them. "Controlling others by appealing to their best instincts, indulging their worst impulses, and manipulating their perception of the expectations of society...through these methods, one can direct any creature to where they want them to go, do what they want them to do, to a degree as close to voluntary as possible. They achieve their balance, their harmony."

"That's how you got them to do what you wanted?!" Pyrrha angrily called out as she deflected most of the knives headed her way, before she used her own shield to smack off the head of a nearby Beringel and launch herself towards Beatrix, attempting to slash her with her short sword. Beatrix coolly parries the strike with a rapier made of hardened glowing blood, creating sparks that sprayed outwards. "That's how you got them to do these terrible things without a shred of regret, in order to suit your own purposes?!"

"It's a rather common way to get people to do whatever you desire. That harmony within them allows them to do so under their own free will. And that harmony can be directed to whatever purposes we desire." Beatrix tilted her head. "Pyrrha Nikos. Was that not why you've chosen to leave Mistral behind for this little band? Were you not burdened by the expectations your society placed on you, then punished when they realized you couldn't live up to them? Did your desire to please the society that expected so much from you for so little, not end up nearly destroying you? Did that not ultimately drive you away?" Pyrrha's eyes briefly hesitated, which was the bites opening Beatrix needed to kick her hard in the stomach, sending her crashing along the ground. "They've disrupted your balance. Your body exhausted, your heart scarred, and your soul in chaos. Which leaves you, despite your immense power, easily crushed."

Across the town, Nora and Weiss were mostly back-to-back, with the former having smashed apart a flying Beringels head with a single electrified blow. Weiss assisted in their charge with a pierce of Myternaster, which resulted in several spikes of ice shooting outwards and impaling some of the Grimm there, along with scattering the vampires that tried to attack them in the meanwhile.

"I'm pretty shocked that there's so many vampires here!" Nora nudged Weiss slightly, who chose to ignore the instigation within her tone.

"This is not a normal raid on a settlement. Something is dangerously amiss." Weiss could sense it. Magic was gathering around the entire town, but at a slow and steady pace. And the peace continued increasing every time a non-vampiric person dies within the area. There had to be a connection there, but Weiss couldn't quite place what it was, not right then and there, at least.

One thing she was sure of, was that the completion of this magic gathering would lead to disaster if left unchecked.

"Incoming!"

Nora hollered as she pushed Weiss out of the way of a crash of lightning that wasn't hers. The latter recovered enough to slide back to her feet and land on her feet, shaking her head and looking up towards the source. She could see the crackle of red lighting coming from one of the enemy's fingertips, but they were hiding their faces in a shroud of shadows. She nearly went on to ask who they were, then decided that it ultimately mattered not. She stabbed Myternaster onto one of her glyphs, and several more appeared around the duo, before several shards of ice shot towards them from multiple directions.

Most of the ice was stopped by blocks of red ice all over, stopping the shards in their tracks and shattering some of them outright due to the impact. Weiss narrowed her eyes towards the one who was emitting an eerie red and frosty mist. It didn't seem like they were wielding the usual magics of ice and lightning. It appeared that they're a shade of red for a rather concerning reason. As she got a better feel for the elements crackling and sheening around them, she saw that the lightning and ice were covered in a potent and demonic aura. And it was significantly more powerful than most that they were currently encountering at the moment, which could only mean even more troubles from the both of them.

Weiss was not granted more time to ponder things, as she was forced to leap out of the way of a much sharper and sinister looking pillar of ice that jutted out of the ground. Balancing on a glyph, she looked towards the ice caster who flew towards her and throwing yet another pillar of ice towards her. She attempted to slice it in half, but backed off at the last moment as she dodged out of the way of the block, eyes widened slightly.

That sinister force...it's far beyond being the vampire's own power themselves. Don't tell me-!

Weiss swiftly turned on a heel and parried an incoming clawed blow towards her direction, still unable to see the assailants face, but getting a mostly unwanted close look at her sharp icy claws. Then her eyes widened as power gathered within those claws, and she had naught but seconds to focus her Aura on herself, before an explosive of cold air and demonic ice went off right in front of her.

Nora was staying in her guard, wondering where her adversary would be coming from. Though hearing the crackles of lightning around her, and numerous flashes of red, she had some visual cues as to where they would likely strike next. As for sensory cues, she only had to keep track of the powerful discharges of lightning to guess which direction they would come from next.

And she readily guessed from her right.

Nora parried a powerful blast of lightning with a twirl of Magnhild, dispersing the bolt to a degree. Though the bolt split into four and landed all around her, connecting and expanding, forming an electric crackling cage around her. Quickly realizing what was amiss, she crossed her arms and focused her Aura defensively, with the cage almost immediately afterwards closing on her and attempting to zap her from all sides. Nora eventually pushed her Aura outwards, and they smashed through the lightning cage, shattering it apart. She breathed heavily as she was down on one knee for several moments.

Something's really off about that lightning. Just to be safe, I'd rather not try and absorb it.

She looked towards the skies as her opponent manifested several orbs of glowing red lightning. Though immediately right next to them their partner prepared themselves as they did the same, several orbs of ice manifesting around them. They both soon suddenly expanded and launched towards the duo in a missile-like fashion. The lightning even proceeded to latch onto the shards of ice, which the duo would rather not experience the aftereffects of, as it already looked sinister from the intensifying crackling.

"Nora, I know it's not your style, but I'll need your help with this." Weiss requested of Nora.

"Say no more!"

Both of them agreed as Weiss formed a much larger Glyph in front of the both of them, and Nora discharged her lightning into it, which resulted in a sparking circular barrier of ice and lightning to attempt to counter the ice-lightning projectiles headed their way. The projectiles slammed into the barrier and destructively detonated in a blast of electric surges, shards of ice and a frosty mist.

Nora huffed as she was barely able to keep herself standing, using Magnhild to hold herself up right. Red electric sparks surrounded her, and she winded in pain every time there was a brief surge of them around her. Weiss, on the other hand, was tiredly holding her side as it was afflicted with freezing red ice, which felt like it was amplifying the damage she already took and worsening the pain. Nearly to the point where she could barely focus.

"Nora...give me a moment to focus..." Weiss uttered as her hair was undone and messy. Nora chuckled with a cough, holding Magnhild in both her arms.

"Sure...I can probably try and do that..."

A crash soon sounded in front of them, with the dust clearing to reveal Cinder in the fray, with Jaune and Oscar coughing slightly from the rough landing.

"You can't handle this, Schnee? Your incompetence is baffling." Cinder growled as she extended her claws. "Allow me to take care of this."

"I've got you." Jaune eased as he got to healing both Nora and Weiss, with Oscar cautiously looking about towards the figures Cinder was currently glaring towards. Though Weiss in particular quickly noted that the two adversaries stopped their advance the moment Cinder arrived.

Then the silence broke.

"Haha! It took her long enough to make her way to us! How much noise did we have to make to catch her attention?" One of them cackled, a rather far cry from the silent demeanor shared with their partner from before. Said partner, on the other hand, kept their quiet demeanor but also chose to acknowledge the event.

"She must have been quite busy, given what's been thrown her way. To be honest, I'm more disappointed that she doesn't quite recognize us on sight." They tilted their heads. "Although admittedly, it's been quite some time that I'm not entirely surprised she doesn't recognize us immediately."

Cinder wondered what they were babbling about, thinking they were even more fools sent to try and capture her. Their scent gave them-

...

Cinder stopped in her tracks. It was like everything went quiet for her, down to her soul. The only thing she could hear at the moment was her beating heart, as her eyes slowly widened, and her flames died down in a fit of disbelief and growing sense of anxiety. All aggressiveness in her seemed to have been blown out like a candle and replaced with a cold pit of dread.

This seemed to please the one coated in lightning, for they were the one to grab their hood and pull it back, which was followed by their partner doing the same thing. Lightning sparks and frosty mist soon mixed with one another, as their presence brought a certain heaviness to the whole area.

"Finally. You looked like you could use something to spark your memory."

"Are you really so surprised to see us? Look at you, frozen in tearful disbelief."

Both twins looked towards Cinder with different yet similar expressions of warped affection, as they soon said simultaneously:

"We've come to visit you, Sister."

Cinder couldn't really pin down what she was feeling at the moment, nor could she focus any of her thoughts at all. Except for the names of these two, how they've been long buried in the back of her mind, and suddenly coming forth into the forefront like a rush of ignited flames. Except, her own flames felt very much snuffed out.

"...Levina...Bianca...?!"

Jaune looked truly baffled as he heard those words, turning around in a swivel. "Wait a minute. Did they just say...?"

"I... I think they did..." There was no way they could mistake it. It's been spoken loud and clear. And given Cinder's surprisingly subdued and submissive silence to the two of them, meant that there was an element of truth to their claim.

"Thank hell, you still remember our names. That's a good start to this." Levina chuckled as she scratched her head, lightning crackling around her. "I know it's been a while, Cindy. Guess I can't blame ya. It's been at least a decade since you ran away, after all."

"You've been eating well, Cinder. Very well, from the looks of it. No doubt from the endeavor of satiating your draconic appetite and predatory impulses." Bianca tilted her head slightly. "We've caught glimpses of your grown-up draconic self. You've embraced the sheer size you've accumulated."

No...

"What a fatass. You're owning it though, I'll give ya that much." Levina craned her neck as she locked into Cinder, lightning crackling. "Anyway, Cindy. We're here to take you back with us. You've been away from home long enough."

No no...

"Please don't resist, sister. We would rather not hurt you, but that certainly doesn't mean we won't, if it'll ultimately make you comply." Bianca icily laid down for Cinder, the mist around her becoming more visible.

Jaune could already tell this was far different from the other experiences. Right from the corner of his eye he could see Cinder cowering, backing away and shaking her head, muttering 'No no no no NO-' over and over to herself.

And that was really the only thing he needed to make a decision.

"She doesn't want to go with you." Jaune spoke up, and just barely got their attention because of it. Cinder snapped her head towards him in shocked surprise, and the sheer panic in her eyes almost seemed to be saying to him to not intervene on her behalf on this one. Unfortunately, if she had voiced that request, he would have to firmly deny it in the face of such a crisis. "And if Cinder doesn't want to go with you, I'm going to stand by her decision. And if you're gonna try and force the issue, then you'll have to get past me first."

Levina slowly turned her head towards Jaune, her head tilted with a blink. Then a slow and steady smile spread across her lips, and it became instantly clear to Jaune just what level of danger he was dealing with.

Especially since in a crack of thunder and a flash of lightning, she was right in front of him, still smirking his way.

Instinct definitely lessened the amount of damage he took, immediately raising his shield to block the electric infused blow that was aimed towards his chest, which exploded into an even larger blast of lightning and electricity that sent him crashing along the ground, before hitting his back against the wall. He groaned as he felt the pain of the amplified currents as he laid on his side and tried to push through and heal the damage.

Then he rolled about and avoided Levina stomping onto the ground next to him, which resulted in a crater.

"You're talkin' a lotta shit for someone who prioritizes defense and support." Levina snickered as she stood up and stretched her fingers. "Unless you're actually gonna do something with that fancy cake cutter you call a sword, you should shut the hell up and stay out of our way." Electricity danced around her fingers before she clenched them. "Course, I don't exactly fancy your chances even if you do fight back, but I expect you to at least have a spine and try anyway, before I snap it in half."

She definitely has a similar condescending nature like Cinder. Jaune muttered, as he immediately raised his shield to block another powerful stream of lightning crashing down on him. "So you're supposed to be Cinder's sister, huh?! You sure don't act like you're the affectionate type, what with all the threats and all!"

"Punks like you wouldn't get it even if we smashed your skull open with it." Levina crashed against the shield again, with Jaune gritting his teeth against the assault. He was used to being the slower ones amongst the group and made up for that with his significantly higher defenses. However, the fact that this one was chilling away at those defenses with every lightning crash and was too fast for him to strike back at an opportune moment...that presented a problem.

Nevertheless, he knew that turtling up was a disaster waiting to happen in the long game. This was not ordinary lightning magic, and he was beginning to falter from the sheer malevolent force that each strike had behind them. He needed to go on the offensive and break off her attacks.

He pushed forth with the intent to throw her off balance, and a slash of his sword to follow up. Though the moment he went for the latter, he found his arm wracked with blinding amounts of pain as lightning surged through it, which briefly loosened his grip on his sword. Enough for her to zoom towards him and kick him in the chest with a lightning infused foot, grinning as she stomped on him once he crashed onto his back with a pained cry.

"You sure know how to tank, but the thing about tanks is that they're way too slow. Too bad you're not faster than lightning."

On the other side of the field, things weren't looking much better.

Oscar was in a bit of a tough bind. Nora and Weiss haven't fully healed from the amplified damage of their wounds, and Jaune had been rather abruptly interrupted. He would take the time to try and improve their healing rate with his time, but there were several problems with that. If he tried it now, he would be weakened and left vulnerable like them, which was a very unpleasant option in the face of an extraordinarily powerful enemy. There was also the fact that Jaune was a much better healer than him because it was one of his more potent powers, and he was currently being occupied by Levina. Oscar himself was stuck dealing with Bianca, who was emitting a rather icy mist around herself as she coldly stared at him.

He did not like his chances.

Bianca slowly descended upon the ground, and Oscar backed up, using The Long Memory to encase both Nora and Weiss in protective barrier bubbles for the time being. They were not back in fighting condition as they were, and Bianca wasn't even winded.

"...Short hair. Freckles. Uncertain and anxious." Bianca hummed as she lightly held a hand to her cheek. "You might make for a simple but effective ice sculpture. Would you like for your entire body to be intact when I freeze you to death, or should I remove your headfirst? I heard that style has a rather morbid artistic flair to it."

"...I'd, uh...rather keep my head and not be frozen to death, thanks." Oscar muttered uneasily, not making any sudden moves.

"Hm... your opinion has been noted. I'll be taking your head off after all."

Of course.

Oscar had to duck backwards to just barely dodge the icy claws that went for his throat, while the older woman was staring stoically towards him. He didn't think she was bluffing about her threat, but he at least thought she would try and defeat him first. No, she tried decapitating him from the get-go. The close call was incredibly distressing regardless, scrambling to get back on his feet and turning around to parry another blow with the Long Memory. He skidded back several feet as the woman in front of him coldly met his panicked gaze with her stoic one.

The reach of her ice was worrying, so he made sure his Aura was focused before he engaged in something of an offense. Giving her too long to build up her ice attacks was not going to end well for him. Especially since it was highly likely that she could summon and manifest that ice in seconds. Which was proven right as several hauntingly glowing shards of ice shot towards in in a spray, and he deflected most of them with his cane while hurriedly avoiding the others. He stepped back, smashing another wave of ice away with a forceful swing, before he landed on the ground. Flinching, he realized that some of the ice began encasing his leg.

And it was agony. This sheer cold that was enveloping him, the utter freezing that was beginning to reach his soul. He felt that the slightest reckless movement would shatter him instantly.

"There lies a substantial fear of freezing to death. The part of your mind that awakens a fear of ice and snow. You might be buried under an avalanche from a snowy mountain, or the ice breaks beneath you and you fall into the freezing cold water below. Being stuck in a blizzard, a snowstorm. You feel like your body begins to crack. You wouldn't even feel the sensation of your fingers cracking off due to the severity of frostbite. The cold envelops you, engulfs you. Your movement is slowed to a crawl, and it dulls all of your senses. Your very thoughts begin to freeze up as the information to your brain slows. Before long, your consciousness is so far gone into the gentle embrace of the snow, that you wouldn't have even realized that you've died." Bianca slowly recited as she walked towards Oscar, too distracted by the excruciating pain enveloping his frozen leg, which began creeping upwards and encasing more of him in the agonizing ice. "It's a rather comfortable death, once the pain stops registering."

With his focus utterly wrecked due to the harrowing amounts of pain, Oscar couldn't maintain his protective barrier around Weiss and Nora, who both fell to the ground in groaning heals. Blowing hair away from her face, Weiss made an effort to stand first, unwilling to leave herself and Nora vulnerable, as she tried to find a way to match and overcome their enemies.

Throughout all of this, Cinder...did nothing.

Not from a lack of wanting to-she was inwardly screaming at herself to push through and do something of worth-, but a deeply rooted, intense, soul embracing fear has kept her rooted in place, even as her allies were doing whatever they could to rout their enemies. She needed to move, she HAD to move and actively join the fight. She knew, she knew this very well, and it was hard to ignore when her draconic heart was ROARING at her to do something, anything at all, that wasn't sitting there in shock and being so damn useless.

But her other instincts have mostly taken over by that point, and the deeply rooted feeling demanded her she stay put. Nobody else would realize how desperately she wanted to fight that feeling and burn it to ashes, but it was highly resilient. No matter how much her heart screamed for it, her mind and body would not comply with it's wishes, and her soul was cold still. Which means she couldn't make a decision that would push her to take action, and thus she was a bystander in this particular battle.

Cinder had trapped herself in a fight or flight situation, and both impulses were both at war with one another. Terror kept her from fighting, but pride kept her from running. But that was perhaps even worse than choosing one of the other, because it means she can't make a decision at all and was simply watching as her allies were struggling and hurting. A consequence of her inaction.

She hated it, loathed it. But the very core of this situation and what it implied, that realization, refused to let her take that step forward. All she could focus on, was what the two of them being here means.

They're here...they found me. They sought me out and found me. Which means...!

Her instincts were correct, and she desperately wished that they weren't.

She smelled it before she hears it.

The sound of dripping blood, the humming of something opening, and the calm and graceful steps. She knew this scent very well. It was something she knew would stay with her very being. She slowly turned her head around, all other thoughts and emotions pushed down and crushed, in exchange for sheer mind-numbing terror.

"Goodness, Cinder. Why aren't you playing with your sisters? They've come a long way to see you, and you won't even interact with them?"

The voice spoke to her, mocked her with it being so soft and gentle, sweet like honey, warm and nurturing, kind and patient. They reached out and attempted to embrace her, to allow her to give into those feelings and allow herself to be lost within the comfort.

Except Cinder knew better. She wasn't fooled for a nanosecond. All those feelings beginning to envelop her were filthy lies.

Instead of falling for the trick, she focused on her own terror. The terror kept her mind sharp. It ironically kept her from falling for the facade. It kept her soul focused on the truth.

Mara Marzikeen.

"And here you are, too stunned to speak. I figured you would have at least improved your manners from your time away from home, but you won't even speak to me?" Mara shook her head. "I'm so hurt, Cinder. Is this truly any way to greet your mother?"

Just like that, Cinder's mind fell away into flames.

...

Cinder's earliest conscious memory was at four years old.

Anything before that was engulfed in flames. She didn't have the will or attention to try and remember everything before that, as it would be borderline impossible for most. All she could remember that never fully went away, was the sensation of falling from the sky. Nothing else. No context on why she was falling or from where, no clues as to how things got to that point, and strangely no visuals of herself falling either. Nothing but the sensation of it happening. It would stay with her for years. It would be locked within the deepest confines of her subconscious, but her very being would never let her forget it completely. She had a feeling that something about that sensation gave inspiration for her later surname.

For she was initially Cinder Marzikeen.

She had taken the form of a child, with her dragon horns and tail on display. At first, ignorant adults have tried using those as excuses to try and bully her, for looking like a rather strange creature they've never seen before, believing that she was completely harmless due to her going age. That abruptly stopped dead when she, in a fit of impatient anger, nearly chomped one of their arms clean off. She was NOT a calm child.

With all that long past, the most that she could truly remember, was that this woman, Mara Marzikeen, was her foster mother.

"I am your mother now. You will address me as Madame Mara. Understood?"

At the time, she would honestly rather have been left out in the world to die on her lonesome. Had she known what this woman intended for her, her use for her and what her existence meant, she really would have rather just died and have been done with it.

"I can't...I can't...it hurts...!"

The young eight-year-old Cinder was crumpled on the ground, crying both regular tears and bloody ones as one of her eyes had completely been wrecked to the point that her socket was empty, whilst her left arm was messily severed from her body.

"You'll survive." Madame Mara uttered, kneeling to her side with a stern stare. "You'll hear from this with my help. Your dragon physiology won't allow you to die from something as meager as this. So, complaining about it is pointless."

"B-But I-" Cinder yelped as the pain in her eyes worsened, and she felt her skull being pressured upon as Levina stepped on her head.

"Ma said you can't complain, so don't complain! Ya gets it?!" Levina grinned while grinding her foot into her head.

"She'll heal you back to full, so crying is pointless in the long run." Bianca uttered blankly, on all fours while leaning her head against the ground to look at Cinder. "The pain will subside. Endure it, and you'll be able to eat. You have to consider it worth that much, right?"

"N-Ngh..." Cinder whimpered while closing her remaining eye, clutching her stump of an arm, while the trio continued to demean her.

The flames burned. She wore a red dress at the time...was her dresses always red? She could have sworn she wore something different...she couldn't recall.

"W-What?!"

Cinder uttered as she was placed in front of several restrained deserters, who had attempted to take power from their superior, which obviously did not end too well for them. But if that was the case, why didn't they kill them. Not too long after, Cinder was provided an answer.

"I-I have to do what?!"

"All of them." Madame Mara uttered clearly. "Your bestial nature will make it easier for you. You're not allowed anything else until you complete this."

"B-But how! I don't know if-"

"You'll find it imperative that you discover to willingly embrace that bestial nature of yours, lest you never want to leave this room." Cinder winced at this, sitting against the corner while the captives were inching away from her. She hugged her knees, tummy growling.

"...I'm hungry..."

Four weeks pass without Cinder being given even a crumb of edible food. Eventually she did indeed give into her primal instinct before she could succumb to starvation. The dragon stood over dozens of corpses in her smaller form at the time, breathing and panting heavily. An animalistic and desperate look in her eyes, her fangs blood stained...the blood didn't belong to her.

"Now was that so hard, Cindy! It's a lot easier to handle if you give into it!" Levina grinned while smacking her fist into her palm. "Mums got her own monster muncher outta Cindy! That's gonna be wicked helpful! You're gonna be great!"

"You've proven yourself useful once again. Rare as it is." Bianca hummed as she stood next to Cinder, placing a sincerely affectionate hand on her shaking head, even though her words on their own were condescending. "You should try to be quicker about it, though. Mother lightens her punishments so long as your fast. Do remember this for the future, little sister."

"G-Grrr..."

She hated to admit that they were right. It was so much easier, easier to get through these specific things, if she gave into her draconic greed, her gluttonous, predatory nature within. She's gotten terrifyingly used to eating things, or people, that irritated her. The dominance she feels when she feasts, the sheer feeling of superiority that tugged deep onto her inner nature, it was addictive. She willingly gave into it, and it would stay with her for years to come. Her inherent nature is predatory. Even somewhat benevolent dragons enjoyed indulging themselves with the taste of flesh, human or monster or otherwise. If they belonged to those with malevolent hearts, it served as a sufficient excuse. She chose to stick to that one, because she was mostly fed subordinates of Madame Mara who failed her too many times...or simply annoyed her.

Cinder was too hungry to care. Hunger was terrifying. Even the kindest of predatory creatures will tap into their beastly nature if they're denied food for too long. At the time, if she hadn't given into this aspect of herself, accepted it as an essential part of herself, she would have starved. Cinder would have allowed herself to die any other way at the time. But not by starving. For a dragon like her, there were few ways to die more disgraceful than that.

She refused to starve.

Though of course, along the time, something finally gave in. Something crossed the line in her mind. She found the moment she could barely stand to exist in the same reality as this woman. And it was a strange thing to realize, at the tender age of twelve.

Confused children were gathered one day, all in one big group. Cinder wondered what this was for, why they were all here and why they looked so scared. Then she blinked, and looked up towards a platform, where she could smell HER, and her instinct told her she was up to something sinister.

Madame Mara.

"You all must be sorely confused. Allow me to clear things up. I am the one who's happily taken you up from your dingy little orphanages. You were only going to waste away in them, which, wouldn't you have it, would be a waste."

Cinder had a cold feeling grasping at her. What was she getting at? It was strange, for many of these children were like her to an extent, helpless and alone. Would they be experiencing the same..."

"There's no need to worry about that anymore though, for I've taken you all in. I can give you a purpose that will be great appreciated." She raised her hands. "Your lives won't waste away. I'll make sure of that."

Cinder felt her eyes slowly widening. What's with this...sense of finality?

She gently gestures with a bow. "Yes, that's right. Your lives won't be wasted." She smiled with glowing green eyes. "We have use for them...however small."

Soon, shadows emerged from with the pin, and various people soon leapt out of them. There was a bit of scattering, and Cinder looked appalled at the resulting...

Carnage.

It didn't take much at all, for them to simply start taking them. Cinder had little idea who it what they were, but they had started attacking the children in mass. Some of them had begun biting into their necks. Others were left kicking and crying as some were taken back into the shadows, with less than innocent looks on their abductors face.

Cinder listened as much of the children, both whom she recognized and did not, were taken away to parts to parts unknown. She had a feeling that they wouldn't be happy at all, wherever they would end up.

"You see, Cinder..."

Cinder paled as she heard the sound of her stepmother behind her. She was still stunned at what she was seeing before her.

"Children are quite bothersome, sometimes. Always so needy, always so messy, crying, wailing, throwing things. They can be quite a handful." Mara uttered while lightly stepping beside her. "So, is it really such a surprise that there are many people who will simply throw them away because they're not worth the effort?"

Cinder slowly looked towards her. "B-But even so..."

"I know I know. Children are people too. Worthless, incomplete, people. And more often than not, some of them are not worth seeing to completion. It's why I usually leave your sisters with doctors who can set them straight. So, they look somewhat presentable."

"W... What's going to happen to the others...?"

"Ah, you're curious." She turned towards the holographic screen, and several images pulled up.

Cinder paled even more.

"Even with those that despise children with all their hearts, they still have their uses. And the Glass Unicorn is quite adept at finding used for hated things. And children around here aren't just hated. They're also weak, and vulnerable." She looked towards one image. "We have some being used as blood sacrifices to further empower themselves. Quite common for vampires." She turned to another. "There's quite a few who draw strength from their suffering...not much unlike Grimm, hm? And of course, there's a rather...unique take on 'women and children first', wouldn't you say?"

"Ngh..." Cinder found herself visibly sickened as she sees one of the girls, much like herself, in an uncomfortable state of undress, dragged into the darkness. Not even all that far away, was an obese female vampire having a wonderful, cheerful time draining some of the helpless boys she managed to grab of their blood.

"The Glass Unicorn is a Guild and a hotel, one where all manners of malevolent creatures and humans from an elite class can indulge in their darkest and most carnal vices, safely away from any self-righteous punishers, outside the watchful eye of a judgmental world. I'm quite kind in that manner, aren't I?"

She lightly tapped Cinder's shoulder.

"So, you see, Cinder. Aren't you glad you were personally taken in by me? Why, you could have ended up like one of them! Fate has certainly smiled upon you, hadn't it? This really was your best path. Do you know why that is?"

She heard her mother lean closer to her from behind.

"It's because nobody needs you. Nobody wants you. Doesn't that make sense? It's like many an orphan like yourself. Why else would you have been abandoned in the middle of nowhere, where no one would have gone so far out of their way to find you? I'm the only one who has some form use for you. Otherwise..." She pulled back and shrugged. "Well, you would simply have no other reason to exist. That's how empty you are. An emptiness that burns like hunger...and yet, there's nothing meaningful in this world that can ever properly nourish you. Because to the rest of the world...you're useless."

She calmly caught the dragon clawed hand by the wrist, that launched at her face. Cinder looked at her with blazing eyes, filled with rage and frustration.

"Did I say something to upset you, Cinder?"

Cinder coughed as she was suddenly caught by the throat, and briefly lifted into the air.

"Dear Cinder. You simply don't know how this works, and that's fine. You're new to this, a naïve child. This situation...isn't one that you can have your way in. It's not within your power. And it isn't something you can overcome simply because you wish to so badly. Despite all the raw power that you wield, you're completely and utterly helpless."

She looked at her with calm, glowing green slitted, vampiric eyes.

"Wishing for things won't make them so."

Cinder felt the world spin as she found herself crashing against the wall, gasping for breath as she collapsed onto the floor, convulsing. The blow might have broken her jaw. "Agh...!"

"Oh, my goodness, just look at you, Cinder. Your disobedience has forced me to harm you. Why would you choose this? I don't like doing this, but I simply can't let you get away with trying to strike your mother. That simply won't do." She strolled towards her, with her eyes gleaming. "It seems like I'm going to have to discipline you, like the rebellious beast that you are."

Cinder just glared ruefully towards this creature that called herself her mother. She was her only frame of personal reference, the only one she could use as an example, something to draw from. This woman was supposed to be her mother. And if this really was how mothers were meant to treat their children, then she'd rather have never had one. Mothers and Daughters were supposed to love and care about each other, or so she heard.

But all Cinder wanted to do was kill her.

...

The memories came back in one fell swoop. And it was interesting, what memories could do. What the sheer feeling of recalled it something, remembering something, could do for a person. Especially when one had repressed those memories, tried to forget them to a degree, push them so far in the back of their mind that it would be borderline impossible to ever remember them. But in an instant, almost all of it came rushing back all at once. And through it all, something in Cinder...shifted.

Oh, she was still very much terrified. That was pretty much forming her core right now. But everything else rose up and pushed that aside for now, it didn't matter, it couldn't matter. For that fear was utterly surpassed by one singular emotion.

Wrath.

It didn't take much for Cinder to lunge towards the woman with her extended fiery claws. Hatred pushed off forward, trapping her fese in a cage of flames.

She caught her wrist without so much as flinching, though the sheer force, and the damage the blow could have done if connected, was demonstrated by the ground around them imploding, causing debris to rise around them and shoot into the sky. Cinder bared her fangs and snarled savagely at the woman before her, while Mara could only stare back at her wayward daughter with a rather amused stare.

"Cinder, your first official move is to attack me. Truly? I thought we would have had a warmer reunion than that."

"I. Will. Kill. YOU."

"Cinder, you're not even capable of killing my disappointment."

The powerful blow to her head nearly knocked her out right then and there, as she stumbled along the ground with blurry vision. She wasn't given time to recover, as she was slammed into the ground with another blow to her back, in which she caught a glimpse of Mara still staring at her, mostly nonchalant despite her brutality. She attempted to blast a wave of flames towards her, though that was easily dispersed with a swipe of her hand and a wave of blood. Cinder was aghast as Mara soon struck her again, with her ending up crashing against a house, causing it to crumble from the force of the impact. She was insistent on staying on the offensive, growling as she caused flames to spiral around Mara and attempt to engulf her in them. Though within the flaming spiral, it was dispersed with a flap of the woman's wings, the embers spreading out and burning the area around herself, while she remained mostly untouched by them.

Already, the fear was beginning to rise again, as Mara was rather nonchalant about her approach with Cinder. Looking at her, talking to her, and treating her like a disobedient child that needed to be physically disciplined in order to get her point across. Growling, Cinder launched towards Mara and attempted to claw her again, in which Mara simply moved to the side...but there was a second of delay, as a flaming imitation of her strike soon followed her, leaving a flaming gash across her cheek.

Mara was unimpressed, given the insultingly casual backhand she landed across her face for the attempt.

"Are those flames supposed to be hot? I've had worse burns from making tea."

Cinder felt the wind leave her person as Mara launched towards her and kicked at her stomach, sending her across town and crashing yet again, nearly spitting up blood. She gritted her teeth and pushed herself back up, her hair getting messy and unkempt, both due to her increasing descent into feral, and her increasing panic at her seeming helplessness. "What are you even doing here?! And why did it take you so long to catch up to them?!" Cinder gestured to her sisters, who were busy with their own opponents.

"Well, you could say that I was a bit held up. I was helping a benefactor make preparations." Mara shrugged despondently. "I don't think you'll find Vale to be a very pleasant place to stay, after this."

Cinder suddenly felt dread grasp her heart, even worse than before. "...What did you do? What did you DO?" Mara could only smile at Cinder with a simple shake of her head, before she instantly lashed out again.

Cinder was knocked down by a hardened spiked ball of blood, with Mara standing over her. Swirling blood moved around her in a menacing rhythm, then used it to lash towards Cinder. It smacks right against her chest, and the impact caused a detonation that forcefully send her crashing into the ground. Baring her fangs, she attempted to roll and recover and try and attack Mara, before she was kicked down into the dirt, she coughed briefly and attempted to stand back up quickly, only to feel something wrapping around her neck. She felt it clench around her neck, and within seconds, she found herself being heavily electrocuted. She collapsed forward onto her face, gasping from the pain of the shocks.

Mara gazed at her nonchalantly.

"I hope you're beginning to understand now. Your rebellion against me has lasted an entire decade, but it's coming to an end. You made the audacious mistake of fleeing from me and expecting me to not bring wrathful retribution for that insult." Mara uttered as the swirling blood around Cinder's neck soon surged with lightning, which shocked her even worse than the first time, and she collapsed onto the ground, convulsing from the agony going on through her being. Mara was uncaring, as she intensified the shocks fourfold. "Surely you realize that this is only the beginning. You're to be properly disciplined. The ramifications of your disobedience shall be severe. You thought you could find any source of satisfaction away from me, and that I'd never find you? You've been living a fever dream if you honestly believed that. Let us be clear. You are going to suffer. It is the only way you will learn. And I intend to make the lesson stick."

"Ugggh...aarrrgh!"

Mara narrowed her eyes and increased the shocks twentyfold. By now Cinder was writhing in agony, snarling and roaring and crying, desperate enough to claw at her own neck to get the blood collar enough to leave scraping claw marks around said neck.

"You thought you were allowed to have positive thoughts, feelings? You thought you were owed a chance of happiness? Preposterous. You'll need to be disabused of this delusion of yours. You believe you're allowed to feel happy? Allowed to feel free? I'll completely eradicate those concepts from your being. You belong to me. You don't get to rebel against me and not expect to be punished ruthlessly." Mara lightly lifted Cinder by her chin, looking her in her agonized eyes. "Every time you feel even a spark of happiness, I'll extinguish the source. Every bond you make, I'll sever it irreparably. Every time you believe you can rise above your adversity; I'll destroy your support and make you fall again. The very concept of freedom for yourself will be erased from you, and you'll submit to me willingly. Fleeing will only make it worse for yourself. There is NOWHERE in the world you can run or hide to that I cannot reach."

Cinder ended up roaring, as she lashed her claw out towards the woman despite the agony she was feeling throughout her body. Mara casually sidestepped away from the attack, and punched Cinder across her back, slamming her into the ground. The woman placed her foot on her head with her hands atop her knee. Her eyes continued to softly glow, the coldness of her voice stamping out Cinder's inner fire.

"The cherished friends you've made on your journey. The hopes and dreams you've allowed to dwell within your heart. The sense of freedom and adventure that lightened your soul. And the sense of safety from finding a new home. None of these things are necessary. I am the only necessity in your life. You are nothing without me. You belong only to me, and I'll burn this fact into your soul and destroy what you envision as happiness, if that will make you remember these facts forevermore. All aspects of your life that do not benefit me shall be terminated."

Cinder couldn't move, tearing up further from the pain, she was on the verge of passing out.

"MOTHER!/WATCH OUT, MA!"

Mara turned around at her daughters warning, and suddenly caught a fiery fist that nearly managed to get her in her face. Though seconds later she found a boot to her face that was even faster, and she found herself launched across the fields forcefully enough to push the debris away on both sides. She quickly regained her bearings and landed on her feet. Her eyes narrowed at the two who had brazenly attacked her as such.

Ruby and Yang, the wind blowing around the both of them, hair flowing slightly, and the former's cape flowing behind her. Both of their eyes fierce, with the former's piercing silver and the latter's fiery red. Not too long after, Jaune and Oscar eventually caught up with them, alongside Nora and Weiss. Jaune immediately went to check on Cinder, as Nora forcibly pulled the blood collar off of her neck. Cinder's scarf fell away from her for a moment, with Oscar quickly catching it. Jaune's eyes froze at the sight of Cinder's neck, which had vicious scars around it, not just from her desperately trying to claw the collar off, but there were other scars there that looked like they've been there for years.

Was that why she's always wearing her scarf? She certainly has a sentimental attachment to it, but this might have been a secondary reason she always has it on hand.

"Cinder, are you alright?" Jaune asked tentatively, even though he already knew the answer. And despite that, he couldn't help but feel cold as she did.

Her eyes were unfocused, she was shivering in place, she was breathing coarsely due to the damage around her throat, and likely her lungs. Her flames have been reduced to a drastic degree as she could no longer call upon them under her own power. Not to mention the tears running down her face her pupils filled with anguish and distress. She wasn't even collected enough to respond to his voice, blankly looking at every direction but towards him, and it truly ached to see her like this. All of the confidence and strength she tends to have in her eyes were currently nonexistent. Not as if her inner fire was snuffed out, but as if it's never been ignited in the first place. Not even a single spark of her usual fiery determination was present within her eyes, only cold and apprehensive distress.

Ruby gazed towards Cinder for a brief moment. And her eyes narrowed. Just slightly, to an almost unnoticeable degree to all who don't personally her. But those that did know her, had a complete understanding of what this meant. Within no time at all, her eyes shifted to focus on Mara, who was recovering from the sudden attack from the sisterly duo. Her wolfish ears twitched slightly, her eyes furrowing and her eyes sharpening with vicious intent. The vampire was unconcerned. And given the immensity of her presence that Ruby sensed with her, more than all the others, she had a decent guess that this one was the leader.

Mara brushed herself off while glaring at the werewolf before her. "You're daring enough to interrupt me, putrid dog?"

"I'm daring enough to do a lot worse than that." Ruby uttered quietly.

Mara began gathering more blood around herself. "You're stepping into matters that have nothing...to do...with..."

Mara was quite dumbfounded once she found herself staring at her own body, seeing that her head's been separated from her body. Levina and Bianca looked towards the flying head with surprise, and immediately realized that Ruby had crossed the distance between the two of them and sliced her head clean off with Crescent Rose, in a flash and blur of rose petals. The cold and steeled glare in her eyes briefly stunned the onlookers unfamiliar with the wolf of roses. Not taking too long, Yang didn't waste any time leaping towards the spiraling head and blasting it with a plume of fire via her fist. Both sisters landed on their feet, glaring heatedly at the body. Despite having her head cleaved off and obliterated in fire, her form appeared somewhat nonplussed by the assault.

True enough to their skepticism, her head slowly reformed in a swirl of blood, solidifying and reshaping to suit her original self, until she fully recovered. She briefly cracked her neck while simmering at the insult, though with less outward outrage at the moment. "Impudence."

"Tch, of course it wouldn't be that easy." Yang bitterly remarked.

"Had to try." Ruby agreed while she held Crescent Rose against her shoulder.

"My oh my! What wolfish viciousness, pup!" The shadows around Mara swirled around her, slowly manifesting into something solidifying into form, and it soon climbed onto Mara's shoulders. A sudden air of dread fell upon the entire area, and Ruby's eyes glared solely on the form hovering over Mara, as the eyes gazed upon her in return. "But you need to mind your manners! I can't have you killing my contractor like that out of the blue! You've hardly earned the rights to it, for one!"

"...Lilith." Ruby snarled as her eyes were beginning to shimmer with a softened glow that was growing brighter by the moment. "You're one of the Grimm Devils. What are you doing with someone like this, with people like this?"

"Oh, nothing much. It's a pretty simple transaction, actually." Lilith shrugged almost absentmindedly. "She keeps feeding me blood and establishes my blood garden, and I assist her in her own endeavors. Such as establishing her own dominance across all of the lands she claims as her own. Though, she's begun considering you a priority threat as of recently." Lilith chuckled and shook her head. "Then again, it tends to be pretty natural for werewolves and vampires to be bitter enemies. So long as you had what was hers, you were bound to fight each other anyway."

"Cinder doesn't belong to you." Ruby immediately rebuffed, addressing Mara this time. "She's not going anywhere with any of you."

"I've taken her in as my own. She is my daughter."

"No, she's not. You're not her mom. Moms don't treat their daughters the way you're treating yours."

"And sisters shouldn't be down with their mother treating their sister like that." Yang assisted, glaring towards Levina and Bianca.

"D'aww, did you have some quality bonding time? Well, this makes this a custody battle on top of everything else, doesn't it?" Lilith briskly looked towards Oscar. "Ah, the Wizard's apprentice. I do believe your mentor is going to be a bit indisposed for the time being. He wasn't being very hospitable to me, which I find to be very rude of him."

"What are you...wait, what did you do to Ozpin?!" Oscar demanded through his anxiety.

Lilith's smile stretched unnaturally wide. "Oh, there's no need to be so worried! That's why I took my time getting here! I just paid a brief visit to Beacon...very brief for something very important..."


{Four Minutes Earlier...}

Ozpin was standing in front of the window of his tower, gazing out into the vast reaches of Vale. Hot chocolate in hand, and numerous thoughts running through his head at the moment. He wasn't quite sure which ones he wanted to address, but that was something he's grown rather accustomed to when it came to his role in the grand scheme of things. He was always watching carefully, calmly, and with benevolent intentions at hand. Though, as a young Penny had made it quite clear to him with her less than pleasant way of addressing him during Oscar's visit with a certain someone, having benevolent intentions doesn't excuse the fact that he's offended someone without directly meaning to, and that he placed so much pressure on Oscar for something that probably didn't even warrant worrying about.

Glynda, who was currently out on an urgent mission towards one of her critical locations, had already scolded him greatly for this, and made it clear that he would not be pulling such schemes again.

Ozpin sighed as he quietly sipped more of his hot chocolate, sighing while shaking his head. Perhaps he's been doing this for a while, and that's why his perspective might be a bit shifted. Always focused on the bigger picture, the grand scheme of things. But the tongue lashing from Penny has managed to bring him back to his senses at least a little bit. It's easier to ignore the plights of many when you're focused on something of larger scale beyond them. He's one of the people entrusted with Oscar, to help him come I to his own as a person, and he was using him as a means to an end to make sure she wasn't up to anything. The back of his mind considered it a necessary evil, but his conscious was completely aware of how dangerous a mindset that is. One must be aware that necessary evil doesn't negate the evilness of it, and thus should be avoided unless there's truly no better options.

He handled that incident poorly, and he now had placed a less than pleasant image in young Penny's mind. Be supposed that was unfortunately earned. She likely knew Oscar would never argue too strongly against it as he was, so she stood up for him in his place. Ozpin was glad he had such a caring companion in Penny. With a sigh, he closed his eyes and sipped more of his hot chocolate, simply losing himself to its warmth at the moment. Then he sets it down and opened his eyes.

Something was standing beside him.

A creature with a mask of a fused screeching owl and hissing snake was looking out the window similar to himself. Though it didn't take very long to realize that the creature was mocking him, once it held one of its hands over its mask.

"Whatcha looking at?" It teased, tilting its head back and forth while playfully squinting its glowing eyes. "Can you see your house from here? This tower is pretty high."

Ozpin turned towards the creature, nonplussed. "You are the Grimm Devil, Lilith."

The creature's playful smile quickly turned malevolent. "Awww, you've heard of me!"

The resulting blast nearly destroyed the window, but it was highly reinforced at the moment. Ozpin slid back with practiced ease as Lilith gently landed on its feet, the snake wing on her back hissing in a sinister manner, owl wing flapping slightly.

"You must feel so powerful. Your main set of operations is right here in this tower, way up high over everyone and everything else in Vale. It's high enough to even see the clouds passing by in front of you!" Lilith tilted her head. "You literally look down on everyone. I must say, I'm rather impressed by the commitment to the metaphor. In those fantasy stories humans like to read, the sorcerer sitting in the big tower that oversees all is usually the main source of evil, until the heroes come to defeat them." Lilith snickered. "Either that or you're seriously compensating for something."

It was definitely true. Grimm Devils are capable of a rather high level of sentience. Except, it was clear that they would be dedicating every bit of that sentience to spreading death and destruction. And now for some reason, one of them has found its way into his office, and he didn't have to guess too hard about what this might entail, or what it might want. Still, it wouldn't hurt to confirm.

"What is your objective, coming here to me?"

Lilith hummed. "I wish to establish my very own blood garden. I've chosen Vale as its main location. But I can't just do everything in one go, oh no. It takes time and effort to properly grow a garden, so I'm doing this one step at a time. And I'll be starting with this tower, since it's the biggest structure in this city." The creature soon pulsed with power. "Of course, this means you'll have to be evicted from the premises. Preferably I'd go a step further and evict you from life, as well."

"I'm not one to abide by an unofficial eviction notice." Ozpin responds while cautiously channeling his Aura. "I'm afraid I can't simply hand over Beacon Tower to you."

"Oh, how cute. You think you actually have a say in the matter." Lilith's smile widened with sinister intent. "Now then, be a dear...and show me your BLOOD!"

Her roar was a hellish mixture of a snake hissing at its loudest, and an owl screeching, with both sounds echoing like it was descending into the abyss. Ozpin had that as his only warning before he jumped back as a vicious claw slammed into the ground where he was previously standing. He wasn't allowed to keep still, as the wriggling snakes that served as half of Lilith's wings suddenly hissed and lunged at him, nearly biting at him. He managed to smash each of their heads in a matter of moments, though was subsequently clawed across the chest when Lilith used the moment to close the distance. He just barely prevented injury by channeling his Aura, the claws scraping at him and pushing him back.

Lilith slowly swayed towards Ozpin, slithering closely akin to a serpent, before a sudden dash got her closer as she attempted to slash at him with her claws. He reflexively swerved around her and attempted to blast her from behind. His eyes widened as the snakes on her back opened their jaws and shot powerful streams of blood right towards him. A green spherical barrier formed around him just in time, though he ended up pushed far back against the wall, crashing against it. He flinched, though didn't dwell too much on it as he moved out of the way of more streams of blood blasting from the serpent's jaws. The sheer force of the streams was actually carving holes in the structure around them, nearly causing it to collapse all around Ozpin.

Though he eventually accelerated towards her, to her brief interest. His barrier expanded, and he blasts it dead center into Lilith, launching her car across the room, before she stopped herself with a flap of both of her strange wings. Lilith grinned as she pushes out her hand to send several snakes outwards towards Ozpin, who avoided most of them with swift dodges and crushed some of their heads, before blasting a spherical blast towards her. Lilith blinked as the orb encased her, and she felt her movement slowing drastically due to it. Having her trapped in slowed time, with the sphere having a glowing image of a ticking clock on top of it, Ozpin made for an attempt to destroy her whilst she was immobilized. Though right when he was closing in, one of the serpents that passed him as they were slithering fired another stream of blood towards him from their jaws, in which he quickly dodged again. Then was surprised to find the blood stream swerve back around to home on him, forcing him to defend as it blasts him in a precise shot to his side. Aura kept it from doing too much damage, but he felt the wind knocked out of him with that.

Lilith was eventually freed from being slowed down, with her swaying slightly as blood gathered around her once more. She grinned as several glowing orbs of blood surrounded her beam, and she casually pointed them all towards them. One after another they shot forth like cannons, homing in on him without delay. Ozpin attempted to slow them down with another bubble of slowed time, but two of them managed to swerve around it from two different directions, which was from below to the upper right. Two explosions of blood impacted him and drew him back, the wall once again being the only thing protecting him at the moment. And even then, it was unlikely to last very long, given how the wall? As beginning to crumble and fall apart due to the repeated crashes against it. Though after enough attempts at that, he narrowed his eyes as she shot several more explosive blood orbs towards Ozpin. He placed a circular clock in front of himself, and each of the projectiles stopped in their tracks, before immediately being rewound back towards their sender. Lilith hummed and simply held out her hand, reabsorbing the blood energy.

Ozpin took towards the offensive as several blood streams. Though, Ozpin was able to see them coming, with a brief flash showing him the movements from eight seconds ahead. He seamlessly dodged the dozen blood streams headed his way, leaving behind 'echos' of himself from where he was previously standing. Then the numerous echoes of himself caught up to the current time and were all sent towards Lilith, detonating in a blast of time that sent her reeling from the destruction. She hummed as she eventually skidded to a stop, casually observing her torn arm with a head tilt.

"You're fighting quite roughly. I quite like it." Lilith cooed as she lightly swayed in place, with her wings flapping and snakes hissing. "Say, you like history, don't you? Would you mind if I shared something with you. Given the kind of connection that you have to the past, I do believe that this is something only somebody like you can understand." Lilith smiled as she raised her paw in the air, with swirls of blood gathering around it and growing in size. Ozpin narrowed his eyes and sped forth leaving behind an echo, attempting to interrupt her from whatever she was attempting to do. From all around, numerous snakes coiled themselves around his legs and nearly tripped him up, only for the cackling Lilith to backhand him across the face after he tripped into her range. "Ah-ah! No abrupt interruptions, please and thank you! I want you to see this!"

Ozpin landed on his feet while shaking off the glow, just in time to see the glowing blood coat the entire area, somewhat rearranging it and shifting it to Lilith's liking, before the world around them somewhat began to warp. And before long, the area clears around them both, though Ozpin still noticed that things were still a notable shade of blood, dripping red falling from the sky, and sliding down the walls. He looked around as he attempted to find the Grimm Devil, only to find her nowhere in sight, as the world continued to shift and roll around him, until it eventually all comes to a stop. His eyes shifted, wondering what she was plotting and quickly trying to find a way to counter it.

"Thousands of years ago, during the beginning wails of the Dark Ages, nearly fresh off of the Barren Age. There was a rather troublesome and powerful individual. You probably know who he is, hm? The Founder of Vale. Warrior King Ozias. And one of many, to have inherited Ozma's power. Much like you and the boy apprenticing under you. Don't look so shocked. I know a lot more than you think."

Lilith hummed, and Ozpin was surprised images from those dark times began playing out in front of him. A heavy, oppressive atmosphere where the rampaging and relentless Grimm were at their worst and the denizens of Remnant were struggling under the pressure of both the unrelenting Grimm and the numerous conflicts of interest. Though managing to pierce through this malevolent cloud of despair, was Ozias. A muscular frame, long flowing hair, and a rippling cape along the wind. The powerful man slays multiple dangerous enemies, men and creature alike, that would endanger innocent people when he was attempting to bring an end to such a miserable era.

"I'll admit, he was one of the more powerful mortals in Remnant's history. Powerful enough that making an attempt at taking him down in a conventional battle was not very wise. Not that it was impossible, but that the consequences of trying would outstrip the benefits of possibly succeeding. So instead of charging in and attempting to kill him, I bid my time. Waiting patiently for that one golden opportunity. And soon, it came..."

When they've reached a critical point in the fighting, there was a meeting between the other founders of the regions, of Mistral, Atlas, and Vacuo. Ozias attempted to convince the other founders that they would better end this age of suffering if they would all work together in unison. Having all of their resources combined in order to bring the Dark Ages to an early end, would certainly have been possible had this come to pass. The whole world was watching this meeting they had in Vytal, and wondered if this would finally bring about a new era.

"Do you know that lust goes beyond carnal desires? It's certainly the most familiar aspect to attach it to, but it's not all there is to it. Conquest, honor, respect, knowledge, food, comfort, chaos, destruction, violence, blood. They are also things that can be lusted after. These lusts, when not properly disciplined, can lead you to your own destruction, not to mention the harm it causes to others. So of course, I've subtly nudged them into giving into these specific temptations to see what happens."

The image of a snake's eyes flashing red from the shadows, suddenly passed by.

Ozpin's eyes widened, as he witnessed something shift between the world leaders' eyes. They, along with their armies, soon drew their weapons and turned them on anyone close by, drawing blood from them and cutting down their own friends and loved ones. Ozias' eyes widened as he tried to reason with them, but they were unable to break free from whatever trance has taken them over. Overcome with bloodlust, they've killed even when their bodies were beginning to fail due to the strain. Their weapons drew blood and slaughtered combatant and non-combatant alike. Swords decapitated heads, spears pierced through hearts, blasts of magic sometimes rendered others into nothing.

Ozia could only look on with increasing terror as those he considered his friends turned on each other and their allies, not willing to harm them. His hesitation cost him dearly, after the combined forces on Vytal slaughtered all the other inhabitants on the island, before Ozia finally had enough...and killed them all before they could spread their violence induced chaos back to their homelands.

Ozpin had known there was a great tragedy that allowed the dark ages to advance as it did, but he never expected for it to be something of this magnitude, and the exact cause and details of it had been unknown to him until now. He had watched on as Ozia was overcome by despair at having to kill the people, he considered his friends and comrades in arms before they spread their sudden lust for conquest and blood. Vytal was supposed to be where a peaceful future for Remnant was to be decided, and yet instead, it ends in a mass slaughter of the world leaders and the islands inhabitants had plunged the world into a pit of despair that lasted thousands of years.

"All of Ozia's efforts to secure a peaceful future for Remnant...ended in senseless bloodshed." Lilith hummed in a mock-saddened voice.

The image of Ozia slumping over on his knees and drained of his Aura and Magic from all the fighting, his eyes devoid of their former heroic light, instead dull with despondency and a lost will to live. Though to Ozpin's horror, it was in that moment that Grimm from all over the island began manifesting from newly formed pools due to that very despair. And one of them, a serpent Grimm, slowly slithered over to the disgraced Warrior King, and coiled around him, hissing menacingly. He saw the spark of sentience within the Grimm's glowing eyes...and knew who the culprit behind his downfall was. Ozia's last sight was the Grimm serpent seemingly laughing at how disgraceful and filthy he was at the lowest of lows, before it proceeded to lunge at him with its widened jaws, devouring him alive.

And the world has the sheer misfortune of watching that happen as well. Lilith slowly stepped through the image.

"His efforts? Pointless. His legend? Forgettable. His hopes? Destroyed. His dreams? Ruined. A slight tug on human vices, a minor release of inhibitions, a silent whisper in their ears. And four minutes. That's how little his comforting and powerful presence was worth. Suddenly, everything he has accomplished or would go on to accomplish, everything he was or ever would be, becomes completely meaningless. And I never had to attack him personally to make this happen. Which makes you ask, what the point of his life if that's how the book closes on his tale? Why, nothing at all." Lilith cooed as she gently pawed at her mask, glowing eyes squinting slightly, shuddering in place as she adopted a euphoric smile. "The sheer anguish as he realized how horrifically he failed Remnant...it made him taste so yummy."

She placed a paw on her chest and playfully fanned her mask with her other paw, as she saw the stern glare on Ozpin's face, seeing that he realized he now had a much clearer idea of what exactly he's dealing with. One of the most powerful individuals in Remnant's history, defeated so completely and utterly. This creature simply waited for the right moment to send all of his aspirations crumbling down, and dismantling everything he had built over the years, and fully kickstarting Remnant's descent into the Dark Ages. A perfect time for more powerful Grimm like herself could give rise over those trying years, feeding off of people misery. It's a complete and tragic desecration of Ozia and his memory.

She ruined so much despite personally doing so little.

"Oh dear. Did I anger you? I sure hope so."

Ozpin glowered as several orbs of temporal energy surrounded him, and he launched them towards Lilith at an accelerated pace. Lilith smiled as she flew about the area, watching them explode into bursts of slowing time particles. She vanished in a swivel of blood when another distortion of time appeared where she was and attempted to break her apart.

Ozpin expanded his Aura, using it to keep track of the Devil as she was moving about within the limited space they had. Though as this was going on, he was slowly beginning to realize that something was off. An orb of time energy was flown towards Lilith the moment she reappeared, and she slithered around it with the sleek grace of a serpent, then let out a demonic owl-like screech. The sound alone was powerful enough to briefly send Ozpin skidding back, and he was soon immediately slammed by a wave of blood. As he was sliding back and attempting to regain his bearings, one of Lilith's snakes slowly slithered about, hissing menacingly.

An echo of himself was left behind to attempt to blast Lilith with a focused sphere, which she again easily swerved around. Which in itself was a feint, as she flew into the area she dodged the blast from as he expanded a glyph around where she was currently hovering over. Her eyes raised slightly in curiosity as the Glyph began glowing brighter and brighter, until, with a gesture from Ozpin, time within that spot...

Breaks.

The result was a rather immense explosion of temporal energy, breaking apart Lilith's body and blasting away a rather huge chunk of the tower in the process, the debris soon floating about in frozen time. Particles glowed and sparked, the sound of turning gears and ticking clocks echoed throughout the entire space. The temporal energy was rather abundant.

Ozpin sweats slightly as he was rather winded from the level of the blast. Though once he regained his bearings, he realized something had gone wrong.

The sky was red with blood, and so was everything else beyond the tower. His eyes slowly widened as the realization hit him, and he attempted to turn towards the blast he obliterated Lilith with.

It was a mistake.

A blooded claw pierced him right through the chest. The shock of it was delayed, as he simply looked at the sharpened appendage in disbelief while blood dropped from his lips, and more of it began running from his wound.

The Grimm snake that was slithering about soon grew bigger, and with a bit of a lurch and a hurl, regurgitates something onto the ground in a splash of Grimm ooze. Lilith splats onto the ground, no worse for wear. She slithered back up and flapped her wings gently to set herself on her feet. Ozpin watched with disbelief, as the bloodied claw that pierced him turned into blood as well, swirling back towards Lilith as she raised her arm, eventually reforming the limb with nary a thought.

"Ah, time. A very powerful aspect to wield. Anyone who has an ability like that can be rather formidable from the outset." Lilith lightly called the side of her mask with a claw. "Although, that just makes it more notable when they make the simple mistake of reading their own clock wrong." She smiled serenely while sending one blood bullet through Ozpin's left lung and another through the knee, shattering bone regarding the latter and causing him to collapse and fall on his face with heavily strained breaths, coughing more blood. "You've exhausted too much of your energy fighting me. That means no rewinding wounds for you."

Ozpin groaned as he attempted to pull himself up, his vision beginning to fade, and fully understood what had just happened. He was fighting within a fraction of her personal dimension. Which means she had full control of the area around the tower. She temporarily pulled Beacon Tower into her blood dimension without him realizing it as she kept his focus on herself. She has the most control within her own space, which means he's been fighting on her terms at a certain point.

"I'm sorry if I gave you the idea of thinking you had a chance. It's just been so long since I've stretched, I wanted to see if I still had it. And indeed, I do." Lilith hissed softly, before her eyes glowed coldly behind her mask. "All that being said...your time's run out. Die."

Several blood spears manifested around Ozpin and began shooting towards him. Ozpin grimaced, as he scraped about every last bit of energy that he had, to vanish away from the targeted spot. Lilith narrowed her eyes behind her mask as the spears crashed into the ground, hitting nothing.

"Tch. A desperate escape. Well, no matter. I have what I came for." With a shift, Beacon Tower was taken out of her domain and returned to Remnant. She lightly tapped her mask again. "With the innkeeper kicked out, I think I can proceed without interruption. Let's see, we have attention here due to the explosion on the tower, I have the blood sacrifices empowering me, and I've been given a rather important task on the side with the perfect location to fulfill it. And fortunately, it's a task I'm on board with. The conditions have been met." She gently pressed her paws together as she began glowing and shifting, her smile growing ever more sinister. "Showtime."

Blood portals soon manifested all around from Beacon Tower. And several creatures began exiting them aside from her fellow Grimm. Numerous vampires, succubus, and ghouls soon stepped out of them, and their eyes glowing red for the most part, and they began snarling almost in unison as their bloodlust was being actively heightened by Lilith's influence. After she finished changing her shape, she spread her arms wide, her eyes glowing quite bright.

"Greetings, Vale. Allow me to introduce myself. I am the Queen of Demons, the Mistress of Monsters, and the Architect of your Nightmares...Salem." 'Salem' echoed throughout the area, reaching to the far reaches of Vale. "It's been centuries since my extended dormancy. Times have changed interestingly since I've last been active. But I have returned, and with renewed vigor. I would like to be quite clear about something, so be sure to carve these words into your souls. This world will be mine." 'Salem' smiled softly, a sinister glint in her eyes as her cape billows with the wind. "Hear me, Grimm Devils across the world! This is my rallying call to you! Your resurgence is at hand. Reach out and grab that opportunity to come into your own, once more! Unleash your sheer malevolence upon this world as you see fit. All those who ally with the Grimm Devils shall be under their protection. They shall allow all matter of demons, beasts, and a vast variety of creatures to indulge in their darkest desires without retribution. Some have begun already. They are wise. Even Faunus shall be spared. So long as they know their place and submit to their betters, they too can indulge in their beastly impulses as much as they desire. As for humans in particular?"

'Salem' hung on her pause for a moment, her smile growing more malevolent, the air around her swirling as the clouds her began getting darker and redder.

"You are beneath us all. Your worth is entirely decided by how much your blood, flesh, souls, and negativity can satiate us. All beasts and creatures will soon remind you of your place, to remind you of just how insignificant you truly are in this world's structure. In minutes, my comrades in arms, and my Grimm children, shall rain down and make an example out of Vale. Vampires will drink your blood until your bodies wither away. Ghouls will drain you dry of your Aura until your soul is extinguished. Succubus will drain you dry until you become lifeless husks. My darling Grimm children shall tear your flesh apart and feed on your agony. Your terror will be cycled by the Grimm Devils, and you shall be breed for your negative emotions. That is your destiny. What happens here today shall be the first step. Not just in my conquering of this world, but also humanity's punishment. You've sinned greatly against me by forgetting me, and the devastation I've wrought upon Remnant in the distant past. I will reignite that fear and ensure that it can never be forgotten again. This is not your era. It is mine. The mind-breaking, heart-rending, soul-shattering horror that my name brings shall become your new eternity. Now, with all that being said..."

'Salem' smiles sweetly as she clasped her hands together, complete with a motherly head tilt.

"My comrades, and my children. Go forth, and FEAST."

'Salem' watches with admiration as vampires, ghouls, succubus, and Grimm are unleashed upon Vale in numerous directions, all stemming from Beacon Tower. She lightly held her hand up to her face, chuckling as she slowly morphed back to her previous form. Lilith still snickered, her paw over her mask, as she turned and began sinking into a pool of blood, exiting the area while taking pride in her work. Especially when she felt a massive spike of panic and conflict beginning to arise from the numerous monsters attacking everything in sight.

Such a productive day! I kind of like it!


Lilith resisted the urge to laugh as she saw the looks of horror on Oscar's face, and the outrage on Ruby's. "Come now, no need to look like that! You're acting like I've done something horrible! Besides, I've only been fulfilling my end of a contract! It's nothing personal. Buuuut that doesn't mean it wasn't fun!"

Ruby and Yang both rushed towards Lilith and Mara, though they were stopped in their tracks via flashes of lightning and ice. Levina and Bianca stood by both sides of their mother and the Grimm Devil, adamant on not letting them get to her so easily. It was further made clear when Levina vanished in a flash of lightning and crashed into Ruby in a dash, whilst Yang punched the ground to ignite a spiral of flames that blasted away the ice beginning to gather around her.

"Hey hey! You don't get to-"

"Attack Mother twice."

Jaune looked around, then almost flinched as he could see Mara hovering over him and Cinder. He briefly twitched towards Cinder, then back towards Mara with a glare. She barely acknowledged his presence regardless, however.

"Relinquish Cinder to me, boy."

"Well, I could definitely do that. But you don't seem very interested or caring about her well-being." Jaune began reaching for Crocea Mors while clutching onto Cinder. "So I'm gonna have to decline and say no."

"Your stubborness is foolish, not courageous. In any case." Mara's eyes glowed. "I'm through making demands."

Jaune immediately placed his shield up, and both he and Cinder were both launched away from the impact from the blast of blood that Mara slammed against his shield, forcing him to briefly let go of Cinder and crashing against the ground. Mara remained resolute, though Weiss and Nora immediately appeared behind her in swirling snow and crackling thunder, and attempted to attack her with a stab and a bash. Swirls of blood deflected both of their attacks and nearly impaled them with sharpened spears of them simultaneously. Weiss's Glyphs redirected some of them via motion, but several still managed to scrape against her sides and face. Both she and Nora landed several feet away as the vampire stood across from them, unimpressed.

Weiss narrowed her eyes briefly, then realization lit behind her eyes as she pushed her hair to the side. "Hold on a moment...I recognize you! You were the owner of a notable hotel in Atlas, the Glass Unicorn! Mara Mazikeen!" Several glyphs manifested around her and fired several beams of ice towards the Vampire Lady, who casually deflected them with swirling barriers of blood. "The entire hotel had vanished one day, almost completely without a trace. And that was during the incident where multiple people from the city of Mantle vanished on cold nights, never to be seen again..." Weiss ducked under several blood slices, with some that managed to nick her cheek again. "With your appearance out here, and with what you're attempting to do...was all of that your doing?! You were literally bleeding Mantle dry for years! The deaths and disappearances only stopped after the Glass Unicorn disappeared...that's when you made your contract with Lilith, wasn't it? And she accepted you into her domain?"

"...Mantle was always such an insignificant part of Atlas that liked to pretend it was more important than it actually was." Mara uttered as a spiraling wave of blood manifested over her head, and crashed down upon the others with a gesture of her hand. "The city of Mantle amounted to little more than a feeding ground for the Glass Unicorn and my vampires, until we made our contract with Lilith. It should be glad it managed it prove itself to be that useful."

Weiss clenched her fist. "I see. It makes sense to me now. Cinder has such a strong dislike for those of elite status that abuse their power, especially those that came from Atlas..." Gathering ice and mist swirled around Weiss, until a towering Arma Gigas came into being, and its cold blade slashed downwards onto Mara, who called upon a barrier of blood to defend against it. "It's because she suffered at the hands of our worst. Someone like you!"

Mara narrowed her eyes at Weiss's impudence, as Lilith remained mostly attached to her shadow. "Ohhh, a Schnee! That's quite a catch there! Their blood smells especially nice and chilly, and frosty sweet! I must have a taste!"

Ruby had spiraling rose petals around her being, as blasts of lightning attempted to assault her from all sides. Levina's assault was unrelenting and swift, with Ruby's reflexes and own speed keeping her from being completely overwhelmed. Though as she did so, she noticed that they appeared to change within her eyes, and with closer inspection she could see that they were becoming even more beastly. Or, to be further precise...

Draconic?

"You two call yourselves Cinder's sisters, and yet you're trying to force her back to something she doesn't want to be a part of?"

"Cindy doesn't know what she wants! She's still our baby sister! We're the ones who gotta protect her and her wellbeing, not a bunch of punks!" Levina uttered as she extended her claws, and slashed at Ruby with four electric waves bearing down on her and ever expanding as they got closer. Ruby dodged all of them briskly, only for Levina to flash in front of her and attempt to claw at her throat. Ruby ducked backwards from the blow and kicked Levina upwards, a powerful gust of wind following afterwards. Levina righted herself midair and flashed back downwards with a kick. Ruby immediately parried the blow to Crescent Rose, surging lightning and rose petals circling the area. "Cindy's done playin' around with nobodies like you! She's comin' home!"

"What if she doesn't want to come home?" Ruby insisted with a glare as her fist clenched and enlarged with a beastly menace, vanishing in a swirl of rose petals at the same time that Levina vanished in a crash of lightning. To the latter's surprise, Ruby managed to keep up and appear right in front of her despite her speed, and her werewolf enhanced fist smashed right into Levina's fist, as she was savagely snarling at her. "Sisters should listen to each other when they're hurting. And your mom is clearly hurting her. Going back with her feels like the worst thing for her!" Ruby jumped over an expanded wave of lightning, dashing forth and kicking Levina in the chin with both her boots first. "You really can't see that she doesn't wanna go with you?!"

"She's just confused, no thanks to you, mutt!" Levina fired back as surges of lightning surrounded her being. "Cindy's got no business hangin' around with scum like you!"

"She's thinking clearly enough, to me!" Ruby dodged through several lightning crashes that tore through the ground, dashing towards Levina and swerving around several lightning strikes as wind and petals swirled around her. Soon enough she dashed again and kicked Levina across the face again. "It's not her fault neither of you will listen to her!"

On the other side of things, Yang smashed through another block of ice, until she found herself surrounded by various sharpened pillars of ice that attempted to pierce and impale her where she stood. Counteracting, she ignited a bright aura of flames around herself, and she smashed through every pillar and spike that tried to come close to stabbing through her. With the heat combating against the cold, Yang remained resolute against her, her fiery flames standing against the icy cold, and refusing to relent. Bianca kept up her snowy ice assault, as some of it coated her claws.

"We are bonded with Cinder." Bianca stoically uttered whilst her eyes flashed with a cold blue. "Our sisterhood cannot be broken. Me and Levina sealed it with her, by drinking some of her blood. Some of her draconic features are ours. We are bonded this way. We've taken some of her likeness into ourselves. This way she wouldn't feel out of place, she'd never be alone again."

"You what?!" Yang exclaimed, swearing as she jumped back away from a massive ice pillar erupting up in front of her. Several more spikes immediately sprout out of the pillar and cuts her across her arms, causing her to roll across the ground. She stopped on a dime and forced herself to stand upright and jump again as even more spikes attempted to impale her from below and up from the sky. "Dammit! Shit, that's not how you establish a sisterly bond!"

"Whatever would you know about it?" Bianca uttered while slamming a block of ice towards Yang, who readily smashed it apart with a fiery fist. Though those shards exploded into several spikes that scratched across her body and aggravated her Aura. "Everything we did was to protect Cinder. When she ran away that one night, we were terrified for her life. We swore that if we ever finally found her, we'd never let her go again." An icy claw smashed down where Yang was currently standing, as she hurriedly rolled out of the way, and flared her Aura so that the flames collided against the snow. "We simply want our sister to return to us, and mother will help see her returned to us and properly nurtured. We don't wish to lose her again. We'll do anything it takes to ensure that outcome."

Yang grit her teeth as she pushed through the onslaught of snow, which was mixed in with hardened ice in an attempt to knock her down. And whilst it did push her back a great deal from the powerful cold gusts, it wasn't enough to take her off of her feet. Yang honestly couldn't tell what was worse. The fact that these two felt the need to take away Cinder's freedom for her own good and happiness, or the fact that this twisted view of a sisterly bond that they had, still felt more genuine than most things their mother was spewing regarding being affectionate towards Cinder. Their understanding of sisterly bonds was clearly warped.

Either way...

"Yeah, you say you'll do anything to see her safely returned to you, even if it's pretty clear that she doesn't want to go with you." Yang grunted as she leaps upwards again, this time leaping from ice pillar to pillar while multiples of them attempted to shoot out of the ground and pierce her once more, and she used one of them as a launching point. She launched right off of one the pillars and shot towards Bianca akin to a speeding fireball, crashing against Bianca and slamming into her with a blazing haymaker. "You're not taking her own thoughts into the equation if at all. And for what, because you're trusting mommy's judgement?" She managed to grab Bianca by the shoulders, spinning about in the air and slamming her into the ground back first, cratering the ground around them. "Mothers of all sorts, even loving ones that you love back, don't always know best! How about you both think for yourselves instead of just blindly doing what yours tells you?!"

"...You don't know what you're talking about." Bianca brushed off quietly, a sweeping hail of snow blowing Yang away and helping her stand to her own two feet.

Ruby and Yang were back to back at the moment, seeing as Mara was capable was holding back Jaune, Oscar, Weiss, and Nora simultaneously. With her parrying a sword from up front, blocking a frozen sword from the side, kicking aside a hammer swing from the other side, and seeing through Oscar's attempt of slowing her down via a Glyph, before sending them all flying with a forceful explosion of blood that blasts them a certain distance away. Her magic has been super enhanced due to her contract with Lilith, who was rather ecstatic at the prospect of further bloodshed. Not to mention the appearance of Grimm and vampires suddenly spiked.

As she was soon thinking this, and noticing a circular red flow surrounding the entire town, Blake suddenly emerged from her shadow, being the third one to have their backs. Weiss also landed with them, her summoned Arma Gigas clashing with Mara.

"Ruby. You're not going to like this." Blake started off with, bluntly and to the point, which at least braced Ruby for what she would say next. "We have to retreat from here, as soon as possible."

"WHAT?!" Ruby exclaimed in disbelief. She was right, she certainly didn't like this.

"It's rather imperative that we do. Do you sense that, Weiss?" Blake flicked her feline ears while smashing towards a flying Grimm from where she stood.

"I've seen this kind of glow before...it's a sacrificial circle!" Weiss uttered while sweating, her Arms Gigas beginning to come apart from Mara's onslaught, seeing it knocked across the ground as she lost the blade parry. "They're going to turn this entire town into a blood sacrifice ground for Lilith!"

"So that's why they dragged us here..." Ruby already began putting it together. Through multiple enemies thrown their way, the Red Riding Hood has proven itself powerful enough to the Glass Unicorn to be sacrificed for their blood, in order to further empower their vampire brethren...or just be good enough to eat and drain dry. "Can't we stop it?!"

"'Fraid that's outta the question at this point, Rubes. With Lilith's presence their time needed to activate this thing probably just got cut by a fourth." Yang reluctantly disagreed while punching away another pillar of red ice. "I don't think we can stop it from happening before we get caught up in it. Blake's right. We gotta split."

"But, we haven't gotten everyone out...!"

"Ruby, they've lead us into a trap, and never let us know the true nature of it until it was too late. We're fighting on their terms, and with Lilith here those very terms have become even more suffocating. We can't keep fighting in these conditions." Blake made clear to Ruby, who clearly looked troubled by the situation, as she could see the others still struggling with their respective enemies. "We managed to get all the kids out, and everyone who helped them leave said that that's what matters most to them. It's not a pleasant situation, but if we stay and fight like this, we're not going to win."

Ruby could feel herself tensing up, her claws extending and her fangs baring. But she could see it before her. Everyone was getting exhausted from having thought their way into this area, and now with Lilith on the scene...they didn't have the energy to fight her off along with everything else. She could use her power here, but with Mara present she knew she would only get interrupted, and she can't risk that, either. Jaune needed time and concentration to try and restore everyone to better conditions, and he was currently being given neither. Not to mention, Cinder, whom Jaune was busy defending, was immediately incapacitated as soon as Mara showed up.

It was a lost battle.

"Ruby. You know what I've always told you about those tough call situations?" Weiss uttered to Ruby whilst keeping her attention on the enemies surrounding them. "This is one of those times."

Ruby snarled and growled, her fur frizzling at the thought. Her ears soon drooped, and she sighed.

"...Blake. Get us all out of here. We're retreating." Ruby conceded.

Blake nodded stoically, before gathering her energy as shadows swirled around her. Her Aura expanded throughout the area, detecting all of her friends, and her eyes glowed softly. "Shadow Rift."

Soon enough, swirls of shadows took in each of the Red Riding Hood members that were on their last legs, aside from Penny and Pyrrha. They too were collected by the shadows pulling them into the rifts, likely to safety. This also included the shocked and incapacitated Cinder, as well as Oscar and Jaune. The sacrificial circle could be seen glowing even brighter, almost nearing completion.

"Awww, fleeing so soon, Ruby?! But I just got to meet you!" Lilith taunted from Mara's shadow. Weiss kept a firm barrier of ice and snow around herself and her friends so their escape couldn't be interrupted, though it was breaking fast. "Aren't you proud of my handiwork? Pretty impressive performance, wasn't it? From now on, every sin the Grimm Devils and all that ally with them commit, will be in Salem's name! There will soon be a devastating continuation of her vile legacy that will blight the world! Sure, she could try to say that this wasn't her this time..." Lilith's smile turned for the smug. "But really, even if she bothers to come out of hiding and reveal the truth...who's gonna believe her after that, huh?!"

Ruby turned on a dime and glared, though Yang knowingly grabbed her sister by her shoulder and shook her head. Yang of all people knew a bait when she heard it.

"Why, you should be thanking me! I've made things challenging for you, so now you really gotta work for it! You really think you're worthy of being Salem's heiress? Prove it." Lilith mockingly taunted once more.

"Fleeing only delays the inevitable, disgusting cur. I will take what is mine." Mara relayed upon Ruby, who found herself glaring at both her and the literal Devil on her shoulder, as she vanished in Blake's shadows alongside everything else, once the sacrificial circle was complete and all unfortunate townsfolk were caught up in it and subsequently sapped of all of their blood, which pleased Lilith greatly.

Ruby had no idea who Mara Marzikeen was or what she was about alongside the Glass Unicorn. But she lured her guild into a trap to try and kill them at the sacrifice of an entire town, she teamed up with one of the Grimm Devils she seeks to slay who's laid waste upon Beacon, and she's tormented Cinder emotionally and mentally as savagely beat her down while claiming her as hers. She did all this to get at them.

She attacked my pack. She tried to sacrifice them for her own gain. THIS WILL NOT STAND. The instinctual werewolf within her savagely snarled.

Ruby was no fool. No matter how much proof they had of Salem's innocence in this particular matter, her villainous past scattered across history would be used against her to refute it. It was true that she's been malevolent longer than she's benevolent, but nobody knows the full story of that except for a select few. Either way, the damage was done. Mara and Lilith might have just unleashed hell upon Remnant with these actions, especially with the latter's call to action to her fellow Devils across the world, and they've done it all under beloved Grammy's name. All of this infuriated her.

They're not getting away with any of this. She swore it.


Salem hummed softly as she was observing a certain course of events from the lounge of her own home, right through the orb of a Seer Grimm she manifested. She lightly rubbed her chin with a tilted head.

"It appears that I am the subject of a framing scheme. I should probably be offended." Salem sighed while shaking her head. "And somehow, this is still more civil and honest than actual political smear campaigns. Fortunately these days they're much less violent than back then."

She contemplated, while she had her feet up and hair let down, right in the middle of a bath. She sits calmly in the water, numerous colorful bubbles floating around her and occasionally popping when enough time has passed. Salem gently takes some of the bubbles into her hands and softly blows on them, sensing them all around the room, her feet propped up as water gently slid down her legs. She did wonder what was the point of this sight they were pulling, framing her. She was honestly curious. The closest answer she could come come up with was that they've been irritated by Ruby too many times and we're now attempting to spite her. Though there's also the very possible idea that the Grimm Devils had a grudge against her as well and were spiting both her and Ruby. That would certainly click into place as a possible reason.

Either way, they were using her appearance as a weapon against the world, and it was likely to work immensely when combined with such an immense widespread attack. She wondered how Ruby would handle it all.

Suddenly, she sensed something outside of her house. She took a deep breath and sighed. "Right in the middle of my calming bath...bah, I was in here too long, anyway." Salem waved it off as she slowly stepped out of the bath, water dripping from and sliding down her body. A black and red towel extended and snugly wrapped around her torso as well as her hair, with the former hugging her curves slightly as she adjusted the towel around her hair. She headed outside to see what the commotion was. She opened the door.

And had to resist the urge to facepalm.

"Of course you'd end up all the way out here. Did you know you were interrupting my bathing time?" Salem glared. "All this time knowing of my existence yet never moving towards me yourself, you'd rather have your pupil observe me in your place. And yet this is what gives you the spine to finally approach me?"

She scolded the person lying down on the ground in front of her. And said person was a heavily injured Ozpin. And given the lack of movement, as well as the unsettling stillness and disturbed magic flow...and the now striking detail that the man's heart has stopped beating. His Aura was still somewhat present but incredibly weak, meaning his soul was still holding on tightly to his body. But if he wasn't restored soon he'd surely die from his injuries. She had a striking guess as to what and who caused this much severe damage to him, and she shook her head.

"You weak, pitiful man. To think you hold a fragment of Ozma's power." Salem glared at a man on deaths door, and nearly turned and shut her own door on him. Then she paused for a moment. After contemplating, she groaned and pinched the bridge of her nose. "No, Salem. No spite. Not now." She muttered to herself, before she turned about and stared annoyed at the still Ozpin. "You're twofold fortunate that I wish to be a fitting role model for my granddaughter, and that I favor your apprentice over you." She clapped once as an Ursa manifested right next to her, pointing towards Ozpin's body. "Get this fool inside. I need to dry off and change clothes." Salem tugged on her bath towel with a grunt as she stepped back into the house, with the Ursa following after her with Ozpin in tow, the door closing behind them.

A Wicked Witch has welcomed a Wise Wizard into her home...whether she wanted to or not.


Fun fact!

Ozia can mean 'Strength of the Lord', and 'Salvation'. Founder of Vale was incredibly powerful back in the day, and was seen as the savior that could put the Dark Ages to an end real early...so of course Lilith had to be who she is and utterly sabotage his efforts, then kill him for the entire world to see. That was definitely wasn't all that great for morale.

And now she's went and threw Salem under the bus. Obviously, given what some of Ruby's goals are, as well as simply loving her Grammy in general, she is going to be rather upset about all of that.

Also Cinder was out through a very painful family reunion, headed by her stepmother Madame Mara, a Vampire Lady. Her sisters have a very twisted idea of a sisterly bond, no thanks to the aforementioned lady.

Overall everyone is kind of having a bad time right now. Unfortunately, if Mara and Lilith have a say about it, it's not about to get any easier.

Until next time.