Hey guys welcome back to the story. We left off with Arthur Watts was the mysterious employer of Hassan and the one who turned piper and apperently zane into a grimm? But their busy fighting a brainwashed Zane now, they'll need to fight their leader. RWBY belongs to Rooster Teeth and Monty Oum. I own the OC's, AU. Hope you enjoy!

Chapter 17:Battle For The Mind

Eria blocked another slash from Zane's giant arm blade with her ice making him become he broke the ice in one fell swoop launching Eria back a few feet away. Vance threw his rope dart around Zane's left arm and he looked at it. Then he tugged his arm forward pulling Vance forward, throwing him into the side of the old sawmill building.

Then Onxyia raised her right hand creating a blinding light stopping everyone in their tracks it seems. Hassan's men were trying to get close but Port took a few of them out which left six of them left along with Hassan.

"Dammit old man, get out of our way, we got a job to do."Hassan shouted.

"Ha good luck you scoundrels you'll regret messing with Peter Port expert and renowned huntsman."Port retorted

As Onxyia tried to keep her semblance up a shot whizzed past her but she dodged it looking to where the shooter was. It was watts with his pistol firing off some rounds at her. This caused her to stop creating the orb of light and Zane seemed to be coming after them then fired her dual submachine guns at Zane causing him to block his face as she bounced off it flashing off it as they did. This hit Onxyia a little which annoyed the girl.

"Watch where you are firing, Rogue!"Onxyia called out.

"Sorry its like bullets are bouncing off that blade off his."Rogue said quickly

Eria went to check on Vance along with Port. They checked on the Lynx faunus who slowly got up coughing a little. But he seemed alright his aura took most of the hit.

"Dam Z got really good at fighting now….should ask him for a spar after this."Vance jokes

"Enough with the jokes god now I know where he gets that from."eria replied

"We need a plan children to help or he will snuff us out,"Port added.

"Your right but what can we do Zanes armor is too thick."eria concluded

"Not exactly my dear….I noticed something when Rogue shot at him. It seems this form is weaker comapred to the other one he was protecting himself with that blade of his."port eyes went wide to this relization of Port. He was right, maybe they could beat Zane and snap him out of this trance.

Arthur seemed to be enjoying what was happening right now as his project was quite promising to him.

"Marveoulsy I never got to test him out on the field, and I must says it's a sight to behold."Arthur commented

Onxyia growled at this"He's not your damn puppet and his name is Zane!"onxyia shouted as she then switched targeting Zane rushing at Watts.

Then he smirked, making a whistling noise with his lips. Zane stopped then immediately rushed toward Onxyia ready to attack her. As he charged her she noticed him and looked at him. Then Zane seemed to stop in his tracks, surprising her and then dropped to his knees holding his head looking down on the ground.

"What the….Zane?"Onxyia asked, reaching her hand over to his face. While Watts looked at him with anger whistling shot back up with his arm slashing upwards and Onxyia dodged it. But then he roundhosued kicked her gut sending her into a tree.

"Are you alright my dear?"Port asked with worry rushing over

"I'm okay….we need to snap him out of it."she added, getting up clutching his side.

Zane seemed to hesitate for a moment before noticing Onxyia and Eria theorized something.``What if Zane is still fighting for control, if he is we could have a chance at this."Eria thought.

Hassan men were getting closer to the sawmill but then from the top gunfire rained on them. It was carver and Miyuki with rifles. They shot down a couple of his men injurying them. Then Hassan growled, aiming his rifle upward firing a hall of bullets at them. Miyuki and Carver took cover from the bullets.

With the rest of his men doing the same Rogue was close by smiling at this. Then she lifted up her hands to create a lava pool then she launched a smooth pillar out of it hitting the rest of Hassan men. He was the last one left and he looked mad.

"Girly, you're going to pay for that."he said, changing his assault rifle into a large hammer.

"Really….might wanna rethink that old man."Rogue stated which confused him because behind him a certain Uras with a hat was behind him. He slowly turned to meet the uras gaze and it roared and Hassan screamed in fear. Then the uras with a hat smacked him into the side of the building hard. Hassan tried getting up but piper with her uras major was looking at him.

"Your a bad man.''Piper said before the Uras major stepped on him and that seemed to knock the man out. Rogue smiled at this and gave a thumbs up to Miyuki and Carver.

"Well looks like you wanted to help out"Rogue asked piper who waved

"Guys I think I have an idea to help Zane and stop watts."Eria said

"Were all ears."Vance said readying his pistol.

"We need to have someone break Zane out of his trance. Along with that stop Watts from issuing more commands to him. I also noticed Zane seems to stop for a bit like hes fighting back."Eria said

"Hmmm yes that would work but we'll need to split up."Port added as the group regrouped with each other to discuss this plan.

"Okay me and wolf ears here will help get Z out of his little trance. "Vance added

"Alright me port and rogue will go after Watts. Piper have your uras provide help to Onxyia and Vance and have the major stay with you. You need to keep an eye on hassans men got it."Eria said

"Okay please stop the bad man."Piper said worried

Eria nodded and ready her bat"alright lets get this done and get our clown of a leader back."eria replied

"GO!"she ordered as Onxyia and Vance rushed at Zane distracting him in unison. Vance fired off some rounds at Zane but he blocked them with his blade. Then Onxyia rushed at him swinging her glaive at him several times but he blocked it. Then he tried to slash her again but she lifted her left hand, having shadows hold him down.

Rogue had her single ended axes out and threw one at Watts. He dodged it and fired off more rounds of his pistol at them. But Eria created an ice wall to protect her sister. Then made a small ramp for her to use to attack him. She jumped at him but Watts dodged it and fired off more shots at the girl. Port came from the side blasting his rifle at the man. Watts took some hits in his leg. Revealing to them he didn't have an aura.

Port just smiled at this exclaiming"ha you don't have an aura this will be childs play"port said

Arthur looked at his leg then pulled out a syringe jamming it into his leg. Then he stood up like nothing happen and looked at the man. Before he fired off more shots at him and one hit Port in the arm. It seemed to be a dart and Port took it out falling backwards. The man looked woozy before he fell down.

"Adrenline shots do help dealing with wounds along with sleeping agents. Those are my favorite you see when dealing with test subjects."Arthur said grinning

Eria rushed forward with her bat swigning at the man but he dodged each of her attacks. Then eria switched to her shotgun mode blasting him but Watts grabbed the barrel redirecting it. Watts then kicked her in the gut, sending her back into Rogue rushing to help her sister. Rogue groaned then got Eria off her and she was alright. Rogue then put ember back on firing small fireballs at the man.

Watts contineud to dodge it and seemed to be studying the guanlent. He smiled because he knew about it and how it's an artifact. Rogue kept trying to hit him but he got close and smacked her skull knocking her out with his revolver.

"Impressive you seem to have found the infernal gauntlet. That houses the spirit of an Ember Hayley woman killed by a jeoulous blacksmith for marrying someone. Along with killing her…."before he finished the gaunlent fire erupted from beneath his feet. Then from the gem appeared Ember in her fire appearance.

"Shut your mouth you bastard,"Ember said in anger with her flames expanding on her body.

"Touch a nerve didn't I….well don't worry once I'm done with them. I'll take this girl and use her and you for a new experiment."arthur replied

"Yeah good luck with that"Ember said before she snapped her fingers creating a ring of fire around watts surprising he then threw something down seeming to be some type of expanding foam extisguishing the flames.

Meanwhile Onxyia and Vance were trying to stop Zane who became wiser to their tricks. Now he was trying a different method. He looked at a revolver he had then aimed at the two. Both looked surprised and rushed to cover as Zane fired off six shots. Each hitting the barricade making loud a click could be heard and he threw it to the side anger growling.

"I thought they were done with him by now. What's taking them so long?"Onxyia asked getting tired

"I don't know….but we gotta come up with something fast…or Zanes going to split us in half."Vance said reloading his pistol

Onxyia glanced over to where the others were and Eria along with Ember it seems were fighting against Arthur. But Port and Rogue were down on the ground it seemed with Watts aiming his revolver at an uncousious rogue.

"No….he's going to kill them."Onxyia said worried

Zane then walked over to them ready to finish this it seems. While they stood behind cover checking their gear and reloading it. Zane jumped onto the makeshift barricade slashing at them but they managed to dodge it luckily. Zane rushed at Onxyia slashing at her vertical then tried to grab her. He grabbed her tail which made her shiver and he tried to pull her back. Then Vance came in from the side drop kicking him into the barricades destroying them.

"Hey we don't touch a ladys tail.''Vance said standing up ready with his pistol.

"Dammit why isn't Zane responding at all….he seemed to early."Onxyia said rubbing her tail

Then an idea popped into Vance's head it seemed"Hey can you do that shadow hands thing and hold him down?"vance asked

"Yeah …..what are you planning?"Onxyia asked, ears twitching.

"Don't worry, keep him down and I'll show you."Vance said as Onxyia nodded, lifting her hand up creating shadows. Zane was emerging from the barricaddes rubble but soon hands from the shadows came and held him down. He growled like a beast trying to get free. Then Vance eyes glowed and Zane seemed to stop and it seems their were walls in Zane mind.

"Jezz this guy has so many mental blocks and suggestions it'll be hard to deal with them all for now.''Vance said but wobbled a little with the amount of aura he's using.

"Keep it together…..please help him"Onxyia begged as she took her rifle out aiming at fired a few shots and this distracted watts for a second then he touched his glove creating a forceifeld.

"Hmmm now I'm dealing with a sniper…no matter,"Arthur said, continuing to fight with Eria.

Eria seemed to be getting tired because he shot her leg but she wasn't giving up. Her eyes glowed light blue and she lifted her hand creating an ice spike. Then she flicked her wrist, launching it forward at him. Arthur dodged it but came at her firing some shots. But then some fire came from the side and it was Rogue standing up with blood on the side of her head.

"Get burned you mustached jerk"Rogue said holding one of her guns firing off several shots at just blocked them with his forcefield again and Eria was waiting for the right move to make

Vance kept trying to keep focus but he seemed to be losing it. Onxyia kept firing at Watts several times and looked at Vance. He was breathing heavily and seemed to be in pain right started to come from his nose, he couldn't hold on anymore. She rushed over to where Zane was holding his head.

"Zane you dumb idiot snapped out of it, don't let him control you. You're hurting your friend….please stop..''Onxyia said looking at the mask with her reflection on it. Then Vance stopped going on one of his looked at Onxyia with a worried expression.

"Get out of there he might be…''Vance said but it was too late. Zane reached for Onxyia's face, seeming to grab her neck. She closed her eyes and waited for him to do something. But then she felt someone rub her head and she opened her eyes.

"Zane….is it really you?"Onxyia asked with wide eyes.

"Who's else wolfie?"Zane said, still in this new form. Onxyia smiled before hugging him, smiling with Vance walking over.

"Dam i'm going to have to lay down for a week after this."Vance said wiping the blood from his nose

Back with the others Rogue was firing several rounds at Watts and he blocked them with his forcefield. Then Eria rushed in hitting it with her bat and he blocked her smiling.

"Not i'm afraid this is where i'm taking back my experiment. Sadely I couldn't retrieve those two but he will suffice"Arthur said snapping his fingers with a command.

However Zane just had crossed arms in this new form looking at him with his faceless mask. Then he snapped his fingers again, annoyed at what was happening.

"Dammit, why isn't this working,"Arthur asked, snapping his fingers.

Then he looked at Zane who seemed angry despite not seeing his face. Along with Onxyia glaring at him and Vance leaning against her because his nose started to bleed a little more.

"What?! How did you break free?"he questioned

Vance breatehd laughing"your not the only….one…with a mind your mental …..suggestion….childs play."he replied giving him the middle figner smiling.

Zane walked toward him readying his blade"you're going to pay for what you made me do. Now you added more to the list of stuff you're going to pay for."zane said pointing his large blade-like arm at him.

Arthur was worried immediately because he was coming for him. He kept snapping his fingers but it wasn't working. He tried to say something but someone covered his mouth with ice and he looked at Eria rushed at him kicking him to the ground far from them.

"You're going to pay for what you did Watts."Zane said but Watts smilied underneath the ice on his mouth. Then he reached for something on his back, grabbing looked like a ball or small capsule and he pressed a button on it.

"Oh no you don't grab him!"Rogue shouted as she lunged at him with Zane as he threw it at the group.

"Oh come on."Eria simply stated as she knew what was coming. It opened and let out a blinding light blinding the group.

Once it settled and vaisnihed Arthur was nowhere to be seen and then they turned to see Hassan gone too. They think he might have gone after the people in the sawmill.

"Great he's gone. Why do the bad guys always do that?"Rogue replied, annoyed.

"The man is smart. He knew he was losing this battle and decided to retreat."port added

Zane looked at everyone and looked down ashamed at what he did. Then he sat down looking at the ground.

"I'm sorry…I couldn't control myself, he messed with my head. I had no control…"zane began before Onxyia bent down hugging him tight. He was still in his new form because he didn't let it down yet.

"It's okay…..we don't blame you. Blame Watts for what he did."Onxyia said with annoyance

"Hmmm well you do owe me something to eat and do my homework for a week with a spa trip."Eria said with Zane laughing.

"Good luck with the homework, but I'll get you a spa trip and something to eat, alright."Zane said with Eria smiling, rolling her eyes.

Vance walked over looking at Zane and Zane looked at him. Vances nose was still dripping blood from it and he covered it.

"You good their fish boy?"Zane asked

Vance just smiled with his hands on his hips"I am Z….you remember me?"he asked

Zane thought for a moment before concluding with something"That you and lazuli got into fights everyday at the gym, then yes."zane replied which made Vance smile

"How'd you guys break those mental suggestions by the way?"Rogue asked, cracking her back and stretching it.

"Oh I broke a few of them but there still are a few in there. Luckily his mind was fighting back it seemed which helped alot. I did put some in there against the one he had but not all of them."Vance added this surprised them that these types of things exist.

Then from the woods they heard rustling and then Piper,Carver and Miyuki emerged from them. They had Hassan men but no Hassan with the other villagers holding them. "Wheres their leader?"Eria asked with crossed arms.

"Oh he escaped but we caught his cronies. We can't thank you enough for all you've done for us.''Miyuki replied smiling. Piper walked over on the back of her uras major smiling.

"Now what are you guys going to do?"Onxyia asked

"Well, we're going to head back to our village and tell the mayor about the good news. But…we don't know what to do about Piper here. We all love the kid but were worried the huntsman may come after her."Carver said with worry.

Thats when Onxyia had an idea pop in her head"wait a minute does she have any family in menagerie?"she asked

Miyuki and Carver were caught off guard by that question. They looked at each other then back at was just sitting on the uras major petting it.

"yeah…why do you wanna know?"Miyuki asked cautiously

"Well we could take her back home and see if she's got any family there. I'm sure they would take her in."Onxyia replied

"Hmmm an interesting idea , although people would freak out when they see her."Port added, rubbing his chin.

"ok…I wouldn't mind seeing auntie again"Piper exclaimed, surprising them.

"Arlight let's head back we better head back to the airship"Zane said as he walked back in his new they did rogue looked at this new form with a finger on her lip looking at took notice of this looking at the fire starter.

"What's up rogue?"zane asked arms cross but his blade stuck out underneath it

"Hmm well what you gonna call this new power then….can't just call it armor. You got a giant butter knife on your arm now."Rogue asked

Zane thought for a moment tapping his face it seems"slasher and i'll call the armor formTitan."zane replied

Eria just groaned as she walked with them"really….you and your dumb names for your semblance and weapons"eria said

"Ha I like it…..man although I can't wait for a nice shower and soft bed after today"vance said while being carried on the uras major back.

"Yeah, same here."Onxyia added as the group continued their way back to the village. With the uras following them so nothing happened to their little cub they were protecting.

They took a quicker route back to the airship where they left it and the pilot who was waiting for them to return. Piper was impressed by it and curious about it. When they returned to the village they explained to the mayor what happened. He was happy that everything was resolved and everyone was ok.

He was upset that Piper was leaving because he and his family treated hers like family. Before they left Vance got the collar off Miyuki' neck and she was grateful for it. Vance explained he got some access codes from a hacket he knew.

"Wow, is this thing supposed to fly?"Piper asked in amazement

"Yes actually. It does that but there's more to it another time maybe"Eria replied as she helped the faunus grimm onto the airship. Then she moved her over to a seat with a window nearby.

Zane walked on hitting his head on the door because he had some extra height in this new form. Vance was also brought onboard but he layed down on some seats then went to the front of the airship giving the order for take off. The airship then roared to life which made Piper surprised and her claws came out.

"What was that?"she said looking scared

Eria giggled a little"its alright its just the airships engines we'll be alright….here look."eria said as she motioned for the window.

Then all of the sudden the airship lifted itself off the ground and began to hover as it ascended upward. Piper held on to her seat and looked in amazement as the ground became smaller to her and they were moving above the trees and the village all seemed to pass by fast.

"Are we….flying"she asked excited

"Yeah."rogue added"you like it?"Rogue asked the grimm faunus bear.

Piper was completely loving it the way air moved through her hair and the view was amazing.

"This is so pretty….I've only been on a boat…where are we going?"she asked

"Were going to head back to Vale to get some rest before we head to Mengerie alright"Eria said

Onxyia went to check on Zane still in his armor form as he tried to figure out trying to get it off.

"Zane you still in there?"she asked tail wagging from side to side.

"Yeah….trying to figure out how to get this off me…."he said but then Onxyia kissed him on the cheek making him stand there as the armor fell off and so did the stood Zane blushing and looked at her surprised

"You did that to mess with me didn't you?"Zane said with Onxyia laughing and putting a finger to her lips to shush him.

Vance just watched laughing at this"seems like you got yourself a girl Z. And you didn't tell me for shame, cousin,"Vance said, laying down. Zane rolled his eyes about to say something but someone scroll buzzed, it was his.

He took it out, noticing it was showing a picture of Ruby on the ID.

"Hey Ruby how's your mission going."Zane questioned as he spoke to Ruby on the other her eyes went wide

"Huh?! What do you mean that you're on an underground train?! And its heading where?!"Zane replied with complete shocked

"Vale! This isn't good. Are you able to stop it?"Zane questioned as he continued talking to the young leader.

"Alright just do what you can and we'll head to Vale. Try and get Jaune and the others and tell them we got a train full of grimm coming their way."Zane replied before hanging up

"Something wrong my boy?"Port asked

"Yeah looks like during their first mission Ruby and her team along with Doctor Oobleck found an underground base where the White Fang is and that's not all. An underground train which they can't stop is carrying a bunch of grimm. "Zane replied

This got everyone attention."this isn't good"Onxyia replied

"If the train is heading toward vale. Just where is it going to show up?"Eria asked

That is when Port thought of something brinign out an old map from his bag.

"Hmm I might have an idea where they are."he said as he unfolded the old map. It was at least dated for three decades with some aging on the edges.

The map was that of old Vale during the final stages of the great war.

"What's this an old timey map."rogue asked with Port nodded

" is what Vale looked back in my day before you were all born"Port said as he examined the map looking for something then noticing something.

"If i'm correct and them are on an underground train then the train would have to be…..here ah ha"The older man exclaimed pointing at a spot of the map near a village.

"Right their? Nothing seems out of the ordinary"Rogue said. "Thats because we didn't have it on the record my dear. The place was known as a underground train depot back during the war to transport suppiles and dust. However a grimm invasion of the town completely wiped it off the map, but the underground network still remained unused you see."Port added

"How far do these tracks go?"Onxyia asked worried

Port tought for a moment with a narrow gaze"If i recall from my younger days they went to….here"Port said as he pointed toward another spot on the map where Vale is currently more importantly the center of the city.

"Thats the capital of Vale City!"Eria replied

"The trains going to run right into the middle of the capital. Then all of those grimm will run rampant around town and scaring all the people their. That'll only attract even more grimm."Rogue added

"Lets just hopes Ruby gets a hold of Jaune and the others cause where going to need some help."Zane added readying his weapons.

Port then made his way toward the cockpit to the pilot."We have to go faster my dear boy. Get us back to Vale as quick as you can."Port ordered as the pilot nodded as he flipped some switch accelerating forward. They hoped they could make it before their was a grimm outbreak in Vales capital.

Things seem to be coming together now and interesting now with what they;ve found so far. And now the new armor form of zanes has a name now. If you liked the story, thank you for reading!