RWBY Volume 8 Rewrite

by RoseKushina66

Ruby Rose, James Ironwood, and Oscar Pine must put aside their differences and work together in order to defeat Salem and her forces as they invade Atlas in an attempt to steal the Staff of Creation...

RWBY Volume 8 - Rewrite

Episode 1 - "Fear"

The scene opens up right where Volume 7 left off; Salem's arrival. She flies atop her Whale Grimm just as team RWBY and co. are leaving the Kingdom. Salem charges towards Atlas and immediately breaks down the defenses, as if they were meaningless. Several Atlas drones and airships are destroyed by her forces, creating a clear path to her destination; the floating city of Atlas. The protective hard-light shields instantly vanish by her command, and the Whale soars through the clouds, followed by a swarm of flying Grimm "monkeys" by her side.

Salem parks her Whale right on the lawn of Atlas Academy as if she owns the place. Hundreds of robotic soldiers and the Ace-Ops are waiting there for her, along with team FNKY, students who chose to fight, and dozens of military Huntsmen. There's a ringing silence after the Whale lands, Huntsmen readying their weapons. For one horrifying moment, no one makes a move.

Then, quite as suddenly, Salem leaps down and begins firing magic left and right without warning. Soldiers die upon impact in less than seconds by Salem's black blasts of magic. After her departure from its head, the Whale opens its mouth, and Tyrian and Hazel exit, as well as hundreds of Grimm of all kinds. However, it's almost as if Salem could take on the entire Atlesian army by herself, and the Grimm are there for mere show. The Ace-Ops charge into battle, in rough shape after their fight with team RWBY. The situation, is extremely dire.

All throughout Atlas, Grimm attack the city streets and buildings. Several skyscrapers catch fire and begin to burn and fall. Citizens run screaming, being picked off by the Grimm as if they were flies. Airships engage in a battle in the skies, explosions going off among the stars like fireworks. Salem takes flight as well, swirling around in a whirlwind of black smoke. From that height, no one can reach her, not that they would have a chance against her if they could. Any ships that try to strike the witch down are blasted apart by her magic. She's truly a force that no one's ever seen before. At any moment, Salem could burst through the doors of the Academy and try to steal the Relic, but instead, she smiles to herself, as if she's enjoying the needless battle all too much...

The fight for Atlas, has begun.

Team RWBY, Penny, Jaune, Ren, and Nora watch with pure horror at the sight before them, a safe distance away in Maria and Pietro's airship.

Weiss: We… we have to go back! No one will survive!

Maria: (looking back from the front) Absolutely not. I'm not putting you kids in any more danger. You need to REST from the night, you've-

Nora: (cutting her off) Who cares about US? There are people out there who need our help right now! I thought that's what being a Huntsman was all about, not cowering in the skies while innocent people die! Not when we can DO something about it!

Ren clenches his fists, eyes on the ground.

Ren: Do WHAT, Nora? We lost the Lamp, we lost Oscar, and now we're going to lose Atlas!

Nora is taken aback. Yang puts a comforting hand on Penny's shoulder. She flinches.

Yang: We have the Maiden! That has to count for something, right Penny?

Penny doesn't answer, and instead looks away. No one speaks for a moment.

Blake: Let's… let's regroup. You barely escaped Neo and Cinder back there! We'll figure out what to do.

Blake and Yang exchange worried glances.

Yang: Ruby?

Ruby doesn't say anything. She stares out at the explosions and Grimm attacking the city, as their ship descends lower in the cold and dark Mantle below…

Zoom over high above the Kingdom. Against the backdrop of the moon, Cinder Fall flies with her fire powers, teeth grit at the battle miles below her floating form. Relic of Knowledge on her hip.

Cinder: And so it begins.

Her grimace turns into a grin, and she soars downward.

Meanwhile, Ironwood has just come up from the Vault after shooting Oscar. His left arm is still in a cast, for he had no time to amputate it and install another prosthetic. He visits Winter in the hospital wing, completely oblivious to what is happening outside. Winter is badly injured from her fight with Cinder, but looks up when Ironwood enters. The two stare at one another sadly, both beyond tired, not knowing what to say. Before Ironwood can even speak, an Atlas guard enters the room and salutes. She speaks cautiously.

Guard: General. Qrow Branwen and Robyn Hill are now in custody. We've detained them along with Arthur Watts and Jacques Schnee.

Ironwood: (surprised) Robyn? I only wanted to speak with Qrow. Why is she here?

Guard: (apprehensively) Sir, um, Branwen wishes to see you immediately. He's... demanding it.

Ironwood: I don't believe he is in any position to bargain. But I need to talk with him anyway, so I shall grant him his wish. Is that all?

Guard: (hesitating) Um, no sir. A large Grimm has landed on the school grounds. The Ace-Ops are engaged in a battle but, it seems as if there's a woman controlling the Grimm. We're overpowered. Is she...?

The Guard stops as she notices Ironwood's expression of panic. Ironwood puts his hand to his mouth and walks to the glass, staring at Clover's lifeless body in the room across the hall.

Guard: Sir?

Ironwood: (to himself) She's here. (aloud) Please, leave us.

The guard salutes once again and exits, fearful. Ironwood doesn't turn around as Winter speaks.

Winter: My injuries are of no concern General. I can still fight. If Salem really is here, then you'll need as much help as you can get.

Ironwood: (turning around) No. What I need, is to protect the Staff... and you need to rest. You've been through a lot tonight, I-

Winter: We all have. With all due respect sir, Salem is already here. There's no time. We have to fight!

Winter rises out of bed before Ironwood can stop her. She struggles to her feet, but steadies herself bravely. She puts on her armor and ties up her hair. Winter winces at the pain in her side, but still manages to walk confidently to the door. She stops with her hand on the frame.

Winter: If there are no objections, I shall be going now.

Ironwood: Winter, please be careful.

Winter: This is Salem we're talking about, who we've been preparing for since Beacon. I don't believe "careful" was ever an option. I knew the risk the moment I took this job. But I must insist sir, that you be careful, with your own battle.

Ironwood: My... own battle?

Winter turns her head.

Winter: The battle within you. Everyone can see the one before us, on the lawns of your Kingdom. But the one happening within? Those battles are the ones often hidden from the world. The ones that leave invisible scars. And so sir, be careful.

Ironwood is speechless, but Winter smiles and turns to go. She stops once more with her back to the General, halfway out the door.

Winter: One more thing sir. Penny is now the Winter Maiden. I'm sorry I failed at my mission. And now, an innocent girl must pay the price...

Ironwood: It is not your fault. I'll contact Penny, but if she is with Ruby...

Winter nods once, and hurries off down the corridor. Ironwood is left alone. He opens his scroll with his one free hand and breathes deeply. He's about to dial a number, but is interrupted by a voice in the hall, and it's not Winter's. Ironwood lowers his arm and steps outside. It's Councilman Sleet and Councilwoman Camilla. They're furious.

Sleet: Martial Law? What in God's name do you think you're doing James? Have you gone insane?!

Ironwood doesn't respond. His eyes have become lifeless and unseeing. He reaches into his gun holster and pulls out Due Process, the white gun. He pulls back the trigger as Sleet gasps in horror, frozen in place. Just as James is about to shoot, his arm begins to shake again. He stands in that position for several moments, finger lingering dangerously close to firing. Ironwood grits his teeth, as if he's at war with himself, before forcing his arm downward and shooting at the floor. The bang echoes throughout the halls. Ironwood pockets his gun and puts his hand on his forehead, shaking his head as if to clear something from his mind.

Ironwood: Leave.

Camilla: (appalled) I think not! You almost shot him! That's absurd! So now you're a cold-blooded murderer? Just like that... S-Salem. (she struggles to say her name) Atlas isn't safe, and not just from that woman outside, but from you within!

Ironwood's eyes widen as he gets a sudden flashback to Oscar calling him "as dangerous as she [Salem] is" last Volume, no more than half an hour ago to the present moment.

Ironwood: (turning away) Go.

Camilla opens her mouth to protest, but Sleet grabs her shoulder and shakes his head fearfully. Reluctantly, she follows him out. Sleet is moving quickly, looking over his shoulder every few seconds in pure fear before they exit. Ironwood is left alone once again.

Ironwood: (closing his eyes) Ozpin. What am I doing?

After a moment, Ironwood pulls out his scroll again and tries to compose himself. He opens up his contacts and finds Ruby Rose's name staring back at him. He sighs before swiping through the contacts (this proves rather difficult with one free arm), before landing on Penny Polendina: Protector of Mantle. Her smiling picture beams up at him.

Meanwhile, team RWBY, Penny, Ren, Jaune, Nora, Maria, and Pietro have returned to Pietro's shop to lay low in Mantle. However, Mantle itself is in panic. Grimm flood the streets, although the amount gravely pales in comparison to above in Atlas. The Happy Huntresses are trying to subdue the Grimm on their own without Atlas' aid, and Robyn is nowhere to be seen. Inside Pietro's store, Penny looks at her hands with sadness. Team RWBY look out the window at the sight.

Blake: We have to do something. Anything.

Ruby clenches her fists, eyes glued to the chaos in the streets.

Ruby: This is all Ironwood's fault! If he hadn't abandoned Mantle then none of this would have happened!

Yang looks at Blake.

Yang: Ruby...

Suddenly, Penny's scroll goes off. Everyone turns to look at Penny as she pulls it out. Coincidentally, it's Ironwood. Penny looks at Ruby, and Ruby nods in encouragement. Penny takes a deep breath and presses "answer".

Ironwood: (relieved, on phone) Penny! Thank goodness. I'm worried about your safety. Please come back to the Academy.

Penny: I-

Ruby takes the scroll from Penny. Yang raises an eyebrow at her sister.

Ruby: (determined) She's not going anywhere until you change your mind about Mantle.

Ironwood: (exhausted) Mantle? You're still worried about Mantle? Ruby, Salem is HERE, and if she gets her hands on the Relics... Atlas is doomed, and with it, all of Remnant!

Ruby: Mantle IS Atlas! You would be nothing without the people supporting you-

Ironwood: Oh don't even START with that! No one supports me anymore. I have sacrificed everything to defend the world from this threat, and now she's finally here, and I NEED the Winter Maiden! Penny, I need YOU.

Penny looks down at her hands again, unsure. Pietro puts his hand supportively on his daughter's shoulder.

Ruby: (to Ironwood) You're manipulating her! And you haven't sacrificed anything. The people have, because you made them!

Ironwood: (ignoring her comment) If Salem steals the Staff, then the deaths that follow will be on YOUR hands Ruby!

Ruby: If you raise Atlas, then the lives of the people you've left behind will be on YOURS! You're going to watch the world burn from the sky as you hide away safely in the clouds! You're SCARED, and you're a coward.

Ironwood: (scoffing) You kids don't know the first THING about war! I'm SAVING Remnant!

Ruby: You're abandoning it!

Suddenly, Yang yanks the scroll from Ruby's hands and immediately hangs up. Yang hands the scroll back to Penny and crosses her arms and glares at Ruby.

Ruby: (surprised) Yang?

Yang: (with a sigh) Ruby, listen. When we first came here, we said we'd follow your lead. But... things haven't exactly... worked out.

Ruby: (slowly) What do you mean?

Yang: (growing angry) Oh, look around! Look outside! (she points to the Grimm) It's not fair to blame the General for what's happened. We're equally at fault here too!

Ruby: W-what? Yang, we didn't do anything wrong! I don't understand!

Yang takes a step toward her sister. The whole room holds their breaths; this is not normal.

Yang: We did Ruby. We never should have lied to Ironwood about the Lamp, about Salem, about Robyn. (she looks at Blake, who lowers her ears in shame). We can't just pretend that all our problems are somebody else's fault! Choosing to lie to someone who trusted us completely was wrong. You should never have made that call.

Ruby: (hurt) I-I did what I thought was right! We didn't know if we could trust Ironwood, and now look what's happened! This is why we didn't tell him-

Yang: (taking another step) No Ruby! THIS is what happens when you hide the truth for too long. THIS is what happens when we lie and cheat! THIS is what happens when we become divided, when we give in to fear and turn our backs on the people we should have been trusting! Now, Salem is here, and we have no plan, no help, no IDEA how in this broken world we can possibly win! And the one person who actually has a plan, who has been working so hard to prevent exactly this from happening, has been driven insane, partly because of you! B-because of ME! And that is NOT ok!

Yang's eyes fill with tears. She blinks them away and looks to the floor. Ruby is in shock, her eyes wide and utterly speechless. Weiss steps forward and stands next to Yang defiantly.

Weiss: Yang is right.

Ruby: Weiss? You too?

Weiss: This isn't about picking sides. It's about doing what's right. And I think, I should be up there in Atlas, fighting to defend my home, instead of hiding out here and waiting for something to happen. I'm tired of waiting for someone else to make a decision for me. And now, I'm choosing to fight. This is why I became a Huntress. I'm going.

Yang: Me too.

Yang and Weiss start for the door. Ruby desperately reaches out a hand, face white and shaking.

Ruby: No! Don't go!

Yang stops and turns around. She rushes forward and gives her sister a big hug, holding her close. Ruby blinks back tears.

Yang: (still hugging her) I love you, Ruby.

Ruby doesn't know what to say. She's confused, hurt, worried. But after a moment of shock, her eyes soften and she hugs Yang back tightly.

Ruby: I know you do. I love you too. I just don't want to lose you.

Yang: You won't. I promise I'll come back. Or, you can come with me.

The two break apart. Ruby hugs herself.

Ruby: I can't abandon Mantle. They need help. If I don't protect them, then who will?

Yang: Okay. Weiss and I will take Atlas, you get Mantle. Blake?

Blake hugs one of her arms with her hand, ears drooping.

Blake: I'm going with Ruby. These people down here, they won't survive. And Atlas probably won't either, but if it falls then the people here will get crushed.

Yang: If it falls, that means Salem got the Staff. It means she's one step closer to ending the world. Is that worth the risk?

Blake: (determined) I won't run. I won't leave people.

Yang smiles a small smile and nods her head in understanding. Blake blushes.

Penny: I am the Protector of Mantle. I will stay too!

Yang: Penny...

Penny: I will be careful! (she looks at her hands) I am a Maiden now. These powers... they are all so new to me, but everything is new to me. Friends, family. You are all my family, and so are the Ace-Ops, Winter, and Mr. Ironwood. I will not choose sides either, but for now, let me choose something.

Jaune: (raising his hand) I'll protect you Penny!

Nora: Me too! I'll bash Salem right in that stupid octopus hair-do she calls a fashion statement and END her!

Ren: I-I'm going with Yang.

Nora looks at Ren sadly. Ren looks away in regret. The two are divided.

Pietro: Maria and I will do what we can for Amity Tower. If we're lucky, maybe it's not too late to tell Remnant what's happening. But I doubt help will arrive before...

He trails off, not wanting to finish the sentence.

Jaune: (trying to be cheery) We can do this guys.

Everyone is silent, looking at one another with doubt. It's quiet as they all depart and say their goodbyes…

Outside in the snow, Blake, Nora, Ruby, Jaune, and Penny get ready to go into the fray. A roar can be heard a few blocks down, and the group ready their weapons. Blake looks at Yang, Nora looks at Ren. Penny is about to take off, but Pietro grabs her arm. She stops, and turns to him.

Penny: Dad, I didn't mean to take these powers. I… I am sorry. I am a bad robot.

Pietro takes his daughter's hands and folds them in. Penny gazes at her father with hopeful eyes.

Pietro: You were chosen for a reason, darling. That may not have been in the plan before, but it is now. YOU have a part to play. You always have, only now, you have a gift to go with it.

Penny hugs her dad around the neck.

Penny: Thank you for bringing me back.

Pietro: Be careful.

She lets go as Pietro's eyes well up with tears. She salutes everyone with a forced smile before taking off after her party. Pietro clutches his mouth as she leaves, sobbing audibly. He coughs.

Maria and Pietro drive Yang, Weiss, and Ren up to Atlas in the ship they took. Yang is quiet, rubbing her metal arm as they sit in the back. All around, Grimm and the fleet are battling. Yang and Weiss are sitting together on one side of the plane while Ren watches the air war outside from another. Weiss watches Yang, worried.

Weiss: Yang, are you ok?

Yang: Yeah, I'm fine. It's just, all this division. What if... we're doing Salem's job for her?

Weiss: Don't say that! We're not the bad guys here.

Yang: But that's exactly the problem! Even if we aren't the villains, the actions we took, I took, helped lead us here. If Salem wins, that's partly because of me. Ruby is young and inexperienced, and she's a kid. She should never have been the one making the big decisions! I love her to death, but we're in way over our heads and now it may be too late.

Weiss: Being sisters doesn't mean you have to agree on everything. Look at me and Winter! We disagree but we're still family.

Yang: What about your brother?

Weiss: (taken aback) W-Whitley?

Yang: Do you have another brother?

Weiss sighs deeply, regretfully.

Weiss: N-no, I don't. My family life has always been... complicated. When Winter left to join the military, I felt like I lost my only friend. But... I was happy for Winter, that she was able to escape. But I felt... left behind.

Yang: Yeah, I know what that's like.

Weiss: (face in her hands) And now, I'm doing the same thing to him.

Yang puts her hand gently on Weiss' shoulder, her face still buried.

Yang: We may go down different paths, but that doesn't mean we have to leave the ones we love alone.

Weiss: (looking up) We'll see Ruby again.

Yang: Will we?

The two are silent, staring in understanding, then they hug each other close. Ren is just sitting there, watching the conversation and looking grim. Suddenly, he sees red rose petals materialize around Yang and blue flower petals float around Weiss. He tilts his head, confused at this strange sight; his Semblance. When the two girls break apart, Weiss smiles at Ren. He blinks, and the petals are gone.

Weiss: And we'll see Nora too.

Ren nods.

Ren: Thank you.

Yang looks out the window as they fly over the Grimm-infested sky. Atlas skips are taken down by the monsters and blown up. Buildings burn to the ground. Yang clutches her arm again as the scene fades to a flashback...

Yang is training one-on-one with Ironwood in the Academy training facility. The two are doing hand-to-hand combat. After a solid match, Ironwood manages to twist off Yang's fake arm and she falls to the ground. He smirks and waves it at her, throwing it by her feet. Yang grins.

After practice, the two sit to the side and drink water from plastic water bottles. They watch the others training with the Ace-Ops in the facility. Ruby is racing around the room with Harriet, both laughing.

Ironwood: (slight chuckle) You all have certainly come a long way since Beacon. I'm proud.

Yang: (watching Ruby train with Harriet) I never thanked you.

Ironwood: Hm?

Yang: (turning to him) For giving me this (she lifts her prosthetic arm, which she reattached). My arm. It's not something I take for granted. So, thank you.

Ironwood: (surprised but smiles slightly) It was the least I could do, after everything you kids have been through. I only wish I could do more. For everyone…

There's a pause. Yang's brow frowns at Ruby in the distance.

Yang: You don't have to do everything alone, you know. This isn't just your burden to carry.

Ironwood: (looking at his own metal hand) I know that. It's just... difficult. But that's why I'm so fortunate to have team RWBY, and team ORNJ. With the trust you're giving me, it's only fair that I return it.

Yang is silent as she sips her drink.

Ironwood: The man who cut off your arm. Did you ever see him again?

Yang is shocked and almost chokes on the water.

Yang: (regretfully) Yeah, yeah I did. Blake and I killed him.

Ironwood merely nods once, turning away to watch the training.

Ironwood: And in doing so, did it help to replace what you've lost?

Yang: (confused) What?

Ironwood: Revenge. Did it cure the nightmares? The memories of the Fall of Beacon? Did killing him end your suffering?

Yang: (taken-aback) I- er, it... (she sighs) No, no it didn't. I still have the bad dreams, still see his face, feel that pain... But I did feel something when I ended his life. Accomplishment? Regret? Satisfaction? Sadness? I didn't kill Adam for revenge, I killed him to protect myself and Blake. We had to. Although, I can't pretend that what he did to me didn't have something to do with it too. But, even though the source of my trauma was gone, I knew that my arm would never come back. But, that's OK. This? (she gestures to the prosthetic) It's now a part of me, and I'll never forget that. My arm, my pain, my past; they're all proof that I've suffered, but also proof that I've survived.

Unexpectedly, her arm shakes. Yang cuffs her metal wrist with her human hand, embarrassed as this sudden surge of PTSD.

Yang: (laughing slightly) Ah, sorry.

Ironwood: Please, take as much time as you need. There's no need to apologize either. I understand.

Yang: How could you possibly understand? You've never-

Yang's eyes grow wide as realization dawns on her face. She looks down in shame.

Yang: Oh, I forgot. I'm so sorry.

Ironwood: It's not your fault, I admit. I don't tend to display them to the public, so it's only natural that you wouldn't remember. I'm surprised you even know.

They fall into silence. Ruby and Harriet are the only two others now in the facility. They're sitting far across the room on a training block, laughing and talking. Ruby waves to Yang.

Yang: (cautiously) Er, if it's ok to ask General, how did you-?

Ironwood: How did I lose half my body?

Yang nods.

Yang: I only lost my arm. I can't imagine what it must have been like to lose that much of yourself.

Ironwood: Losing an arm is not "only". Our situations are not that different. No matter if one were to lose a single finger, it is still a significant loss and should not be belittled.

Yang: Right. But, it's still a big difference…

Ironwood stands up and stretches, smiling kindly at her.

Ironwood: It's getting late Ms. Xiao Long. Perhaps one day I will tell you my story. Until then, I suggest you get some sleep. Brothers know there may come a time, soon enough, when a good night's rest will be a distant memory.

Yang looks at Ironwood's graying hair, unshaven face, and the dark circles under his eyes. When was the last time he slept? He nodsrespectfully to her as he exits the room. Yang watches Ruby high-five Harriet. Yang hugs her leg to her chest, wondering when the last time she slept was too…

The scene switches to Qrow and Robyn in jail, in the present (no longer a flash-back). They are each in their own section of a cell divided into four equal sections by hard-light. Watts and Jacques are in the other two containers. Robyn paces back and forth, absolutely livid.

Robyn: How could this happen?! This is all your fault!

She points at Jacques, who is shocked.

Jacques: (gasps) Ha! Me? I dare say, I had nothing to do with it! It was him!

He points to Watts, who is twirling his mustache.

Robyn: (scoffs) We can point fingers all we like! (she crosses her arms and slams down onto her bench) Or, we can figure out a way to get out of here! Right?

She turns to Qrow, who is fiddling with Clover's lucky charm, which is covered in blood. He doesn't respond, nor acknowledge that he even heard them.

Robyn: Qrow?

Watts: Oh, let the Scarecrow waddle in self-pity. After all, it's the only thing he's good for nowadays, isn't that right?

Robyn: Shut your mouth, before I come over there and shut it for you.

Watts: (pretending to be afraid) Oh dear dear dear, empty threats don't work on me hun. Neither do real threats I'm afraid.

Robyn: (sighing and turning to Qrow) Don't listen to him. Now come on, we can find a way to escape!

Robyn starts banging against the force fields, but they repel her back. Watts laughs as she dusts herself off and glares at him. Jacques gets up and tries gently banging on his own cell walls in a weak attempt to break out.

Robyn: See? Even this cooked goose is helping.

Jacques: (furious) Excuse me?!

Qrow: It's no use.

Robyn stops fighting.

Robyn: He speaks!

Qrow doesn't speak again. Robyn's eyes grow sad as she sees him gently stroke the good luck charm.

Robyn: Clover was... a lot of things. But there's nothing we can do for him now.

Qrow: (growing angry) And whose fault is that?

Robyn: (taken aback) I-I'm sor-

Qrow: (waving his hand) No no, I didn't mean you. No. What I want to do, is kill the man, who put us in here.

Robyn: Tyrian Callows?

Qrow: Not him.

There's silence. Watts bursts out laughing, having the time of his life.

Watts: Well now, this IS interesting. So, the lone wolf has finally decided to turn against his own kind? How amusing...

Qrow: Shut. Up!

Robyn: Qrow, killing Ironwood won't solve anything! You know that.

Jacques: Oh, let him kill that man for all I care. Would solve a lot of my problems, let me tell you.

Robyn: You're in jail!

Qrow: (furious) James deserves to pay for everything he's done! (growing sad again) You know, for the first time in a while I thought, maybe, maybe I could be around somebody, anybody, without my semblance making it... complicated. And now, it just feels like a childish dream. Gone... like everybody else.

He cups his hands around the clover brooch.

Robyn: So don't push away the friends you've got left.

Qrow: (scoffing) I don't have any friends. I never have, never will. For a guy like me, that's just impossible, and I was naive to ever think anything different.

Robyn: Well, you've got me.

She reaches out her hand and touches it against the screen dividing them. Qrow looks up with wide, puppy-dog eyes. Robyn smiles at him. Suddenly, the door to the room opens, and Ironwood walks in, alone. Robyn glares at him. Jacques starts to sweat, and Watts grins maliciously. Qrow grits his teeth and rises off his bench, fists clenched. He's PISSED, furious.

Ironwood: Qrow, please. I just want to talk.

Episode 2 - "Monsters and Demons"

Salem flies up to the top of a skyscraper. Cinder and Neo are there, both bowing deeply. Cinder presents the Lamp to Salem.

Cinder: It is done, master. Those brats put up a feeble fight, but I managed to snatch the Relic right from under their noses.

Neo gaps at Cinder, eyes narrowed. Salem grasps the Lamp by the handle and lifts it up.

Salem: You have done well, Cinder. But tell me. What ever happened to the Winder Maiden powers?

Cinder swallows hard. Neo smiles in satisfaction; she WANTS Cinder to get in trouble.

Cinder: I… how did you..?

Salem: Nothing escapes me, dear child. Where are they?

Her voice is direct, her smile never wavering. Cinder climbs to her feet.

Cinder: That, DROID. She stole them.

Salem: Then take them back.

Cinder smiles at her master. Salem's eyes shift to Neo.

Salem: And the girl?

Cinder: An asset. She has proven herself useful.

Salem grabs Neo's chin and lifts her head up. Neo's eyes are fearful, not leaving Salem's demonic appearance.

Salem: Very well. Now go Cinder. I think we can handle things here.

Cinder nods, and ignites her hands.

Salem: Oh, and one more thing dear.

She turns slowly on the spot, Relic in her grasp.

Cinder: Yes?

Salem: Remember who presented those powers to you. Who ALLOWS you to wield the same magic that flows through my veins.

Cinder: You.

Salem: How right you are, because without me-

Cinder: I am nothing.

Salem smiles sickly-sweet.

Cinder: That will be all. Now, return a champion, or I may have to find myself another vessel. So much trouble, for such a small thing.

She turns back to Neo, done with Cinder. Cinder gulps, and takes takes off, not even bothering to look back at Neo, who stares; what has she gotten herself into?

Back in the prison, Ironwood presses a button to open only Qrow's cell. Qrow pins Clover's bloody charm onto his shirt as the force field fades. The instant the screen disappears, Qrow charges out, screaming, fists raised. Qrow lunges at James and grabs him by his collar, pulling him in. Ironwood appears unfazed.

Qrow: (spitting) You traitor! I'll kill you!

Qrow punches Ironwood hard in the stomach, which doesn't even DO anything because Qrow hit Ironwood's metal side. Instead, Qrow pulls his fist back and screams in agony. Shaking it off, Qrow aims a punch again, but Ironwood grabs his wrist to stop him. You can almost see the smoke coming from Qrow's nostrils.

Ironwood: I'm not here to fight you.

Qrow: That's not for you to decide! YOU BASTARD!

Qrow yanks his arm away and continues to aim punch after punch at the General. In self-defense, Ironwood fights back. The two men engage in a fistfight.

Robyn: (shouting) Qrow stop it! Don't!

Jacques cowards in fear, his hands covering his eyes. Every so often, he opens his fingers just a crack to watch the scene unfold. Watts is laughing and having a blast, clapping and simply amused.

Watts: (placing bets) Ten Lien on the tinker toy.

Jacques: (finally removing his hands to watch) I regret to say I agree.

Robyn: Eugh, my money's on bird brain. (snapping back into focus). STOP IT!

Qrow: (shouting back to her) Funny! How you want me to stop now, but not when Clover wanted to peacefully restrain us!

Robyn: (hands cupped around mouth) Peacefully restraining still counts as restraining!

Qrow: (back to Ironwood) On YOUR command!

Ironwood: I merely wanted to talk!

Qrow kicks Ironwood through the open door.

Qrow: Yeah, by putting me in prison? Real smooth Jimmy.

They're in the hallway now. Finally, Ironwood takes out his white gun and starts firing. He's not aiming to kill, only to stun. Qrow dodges the bullets and turns into a bird mid-air. Qrow flies down the hall. Somehow, he manages to find the location where his weapon is being held, and he transforms back into a man. Atlas guards try to stop him, but Qrow shoves past them and grabs his scythe, opening it to scythe-mode within a second. A moment later, Ironwood barges into the room. The guards scatter.

Qrow: (weapon at the ready) Clover's blood is on your hands, James! You sent your best man on a suicide mission!

The two circle each other, weapons pointed at their opponents.

Ironwood: Are you even listening to yourself? I had nothing to do with his murder! Just as I know you didn't either!

Qrow: LIAR!

Qrow charges. Ironwood fires, but Qrow skillfully spins his scythe and deflects the bullets. Ironwood dodges out of the way to avoid his own ricocheting blasts. He tumbles to the ground, landing on his frayed arm. Ironwood gasps at the pain and clutches his cast, but shakes it off as Qrow flies at him again. Ironwood manages to shoot Qrow in the leg, but Qrow is now firing bullets from his own weapon too. When he transforms his weapon again, Qrow's now-sword and Ironwood's gun clash against each other.

Qrow: Look me in the eyes when I kill you!

Qrow swings down, but Ironwood tosses aside his regular gun and pulls out the black gravity one. He blasts himself out of the room with Gravity Dust just as Qrow was about to swipe at him. The wall breaks, trapping Qrow in the room due to the rubble. Qrow swears from the other side, but the debris won't hold him forever. In the hall, Ironwood gets up and clutches his bandaged arm once again, wincing.

Ironwood: Shit.

Ironwood staggers down the hall, pocketing his gun. He manages to limp his way to his office. Ironwood walks in and closes the door, sighing as he leans against it for a moment. Finally, he looks up. At that instant, Ironwood's eyes grow wide as he sees explosions and Grimm attacking in the night sky beyond the giant glass windows of his office. He's paralyzed in fear, realizing at last that there truly is a war raging. Frozen in place, Ironwood has no time to react when he sees a crow fly at the glass from the outside. Qrow transforms back into a human just as he thrusts his body at the window from the other side. The glass shatters, and human-Qrow leaps down at Ironwood and cuts off his right robotic hand, disarming him.

Qrow is breathing heavily as he points his scythe at Ironwood, who is on the ground, his right arm zapping from where the metal hand was severed, his left arm now out of its cast. Qrow pants.

Qrow: What, now you're going to beg for mercy?

Ironwood: (attempting to laugh) I needn't stoop so low. If killing me will make you feel better in any way, then by all means, go right ahead. But understand, that with my death, the torch of leading the war against the darkness will befall to you. With Ozpin gone, Glynda at Beacon, Lionheart dead, and Theodore-

Qrow: You're just like Lionheart! Just like Ozpin! All of them turned their backs on ME! Don't you understand, you dumbass? I have no one left!

Tears begin to stream down Qrow's face, mixed with a thin cut from the glass he broke on his cheek. His arms shake, but he manages to hold his scythe steady.

Ironwood: (calmly) I know exactly how you feel Qrow, more than you know.

Qrow: You don't know anything about me! You took him away from me! You, you, you monster!

Ironwood: Funny you should call me that name. Have you even looked out the window?

Outside the giant glass windows of the office, a war is not only raging in the sky between Grimm and planes, but down below on the grounds. Winter is leading the charge against Salem herself. Qrow doesn't turn around.

Ironwood: Your nieces turned on me right when I finally thought I had people I could trust. But it turned out they were just like everybody else. And now, my own friend is pointing his weapon at me, willing to take my life for a crime I never committed. Am I really the enemy here Qrow? Am I really the one you should be taking your pain out on?

Qrow: (tears splashing down his face) You idiot! You big idiot!

Qrow hears a ship explode outside. He flinches, and with his weapon still pointed at Ironwood, turns his head to the broken windows. Right when Qrow looks outside, Salem herself flies by the window in a cloud of smoke. She pays them no attention, knowing very well that they're doing her job for her...

Qrow: (panic) Salem? What the hell!? She's here?!

Qrow turns around as the weight of the situation sinks in, looks down at Ironwood, and FINALLY seems to notice his wrapped arm. Qrow gasps, both arms shaking even more.

Qrow: My Gods James, what in Remnant happened to you?

Ironwood: (lifting his bandaged arm) This is what happens when you try to win an unwinnable war. And yet, we keep moving. But if you want to stop me, you'll have to kill me. What are you waiting for? Cut me up even more. Just swear, you'll make sure Salem never gets those Relics. Do whatever it takes Qrow.

Qrow: You idiot! I'm not like you! I'm not willing to throw away my humanity to defeat evil! I won't ruin everything that I am in order to prove that humans are worth saving! I... I...

Ironwood: Then what are you right now?

Qrow's eyes go wide as the tears continue to flow. He lifts his weapon and stares at his reflection in his silver blade. The sparks of bombs and roars of Grimm fill his ears, reflecting in the scythe too, but the sounds and colors fade out as if Qrow grew suddenly deaf. All he can see is himself, gazing back at him in his weapon. Qrow then looks down at Ironwood's hand, at his metal body, at the robotic hand he just cut off. Slowly, very slowly, Qrow lowers his weapon. Next second, he throws it aside and falls to his knees, crying uncontrollably and hugging his own body tightly to himself.

Qrow: I-I... I'm sorry.

Ironwood rises and rests his elbow on his knees, watching Qrow with a blank expression.

Qrow: (sobbing) Clover's death is all my fault. This, is ALL my fault. If I had been a better role model to those kids, stepped in when they crossed the line and made the tough calls for them, then maybe Clover would still be alive right now, and you, we, wouldn't be on the brink of losing ourselves. I tried so hard to forget about the past, forget about the war right in front of us, to forget about my Semblance... but they'll always be there. Like a shadow, haunting me, ruining my life. But now, it's not fair to blame everything on something that I can't control. I fucked up, that's my responsibility. James, I'm so sorry.

Ironwood scooches closer to Qrow and sits next to him on the step leading up to his desk. Qrow sniffs and rubs his nose, head bowed. He doesn't look at James.

Ironwood: (staring forward) My Semblance is similar to yours.

Qrow: (looking up in surprise) Huh? I thought you never unlocked your Semblance…

Ironwood: That's the cover-up story. In truth, I've never told anyone this before, but yes, I do in fact have a Semblance. It allows for me to do what needs to be done to achieve my goals. It tunes out those who disagree with me so I can hyper-focus on my destination. Tunnel vision, in a sense. But see, this isn't a strength no. It can be, to reach an outcome that needs to happen, but it makes me seem heartless. Makes me, indeed, a monster.

Qrow is speechless.

Qrow: James, I...

Ironwood: Sometimes, I don't even know it's there. It will just activate, and there's nothing I can do but wait for the effects to pass. I can't HEAR anyone who disagrees with me, Mettle makes me ignore them. It's a weakness, one I'm too ashamed to reveal. But I figured you'd like to know. It's not an excuse, but it might explain something. Like why I shot Oscar...

Qrow: (horrified) You WHAT?!

Ironwood: I knew I shouldn't have the minute I fired! But, I was so caught up in the lies. In that moment, I saw him as Ozpin; the man I was loyal to for years before his deceit was brought to light. I overreacted, saw the two as one even though I know Oscar as his own person. And when Oscar compared me to Salem, I- I took it out on a child. But, Oscar was right. Those truly are the unforgivable acts of someone without a heart... Maybe, that's who I am now. Who I've always been…

Qrow shakes his head instantly.

Qrow: That's not true! I've seen all the good you've done. You may be more machine now, but that doesn't change a damn thing. I'm not saying you were justified to shoot Oscar, hell poor kid's been through enough already! But he's a tough one (he grows sad). I remember I punched him after finding out Oz's past from the Lamp. I regret it deeply, and then I fell into my old ways again and nearly died from alcohol. Never again. Never again…

Ironwood smiles a tad.

Ironwood: Seems we're in the same boat here, my friend. We're not as different as you think.

Qrow: Oh, don't flatter yourself, you dummy.

There's a slight pause. Suddenly, Qrow laughs. Ironwood stares.

Qrow: Look at us. A shadow at the end of the world. Why has the burden fallen onto us, when we can't even save ourselves?

Ironwood: We were both kept in the dark, and now I fear it's too late. Salem is outside RIGHT NOW, and we have no means to end it all here. I'll be just like Oz, sending my men out to die on a battlefield for a meaningless cause... what good is there in allowing for this to go on? How can we win Qrow?

Ironwood pleads at Qrow with his eyes. Qrow has never seen him so vulnerable before. Qrow's taken-aback, but frowns, a new FIRE in his sad eyes. He stands.

Qrow: Well, we can't. At least, we can't kill Salem. I reckon you know that by now. But you're needed on the front lines, General. If your men are going to die, might as well die with honor alongside them. Not being murdered by a former friend with a misguided grudge.

Qrow extends his hand and helps Ironwood to his feet. Qrow picks up Ironwood's gun and hands it to him. Qrow gets his scythe back. Ironwood stares out his window, chest rising.

Ironwood: (deep sigh) You're right, you're right. It's time I take my place in this fight. And you? You're willing to forget?

Qrow: (laughing) I wouldn't say forget. Nah, I'm still pissed at you Jimbo, but might as well direct that anger onto someone more deserving, like that psycho lady wrecking havoc out there. I'm going to find Oscar, set this right, then we'll meet you on the battlefield. Save some heads for us, will ya?

Ironwood nods once, and the two bump fists.

Qrow: You know, you should contact Ruby. Work with her. You don't have to do this alone anymore.

Ironwood: I- I know, but will they be willing to work with me again?

Qrow: (grinning) Hey, I got this! And I have an idea for Mantle too.

Ironwood: Oh?

Qrow: (growing serious) You can't abandon the people down there, James. You know you can't.

Ironwood: I never wanted to... believe me, but you have to understand-

Qrow: (waving his hand) Yeah yeah, I hear ya. But those folks need a hero. And I know just the gal for the job.

Qrow heads back to the jail cells. Robyn paces around anxiously, biting her nails. She looks up as the door opens. Watts and Jacques were playing some weird version of tic-tac-toe, but stop once they see who it is. Qrow's alone. He presses a button only to open Robyn's door. He hands her her weapon.

Watts: (bored) Oh, you're alive. Well, there goes my monthly salary...

Jacques: You're going to let us out too, aren't you?

Qrow ignores him. Robyn takes her weapon and lowers it, weary as she sees Qrow's beaten state.

Robyn: What happened? What did you do?

Qrow: (raising his arms in defense) Hey, relax. We talked things out. Now come on, Mantle needs you.

Robyn smiles and nods, loading her weapon.

Meanwhile, Ruby is in the streets of Mantle. Her, Nora, Penny, Blake, and Jaune are fighting off stray Grimm that try to invade the streets. They're fighting alongside May, Joanna, and Fiona - the Happy Huntresses. Ruby destroys a wolf Gimm with her scythe and people cheer for her. She smiles, breathing heavily from the fight as she wipes her bloody lip. She looks up, only to find that the Grimm have all retreated.

Nora: (watching the Grimm go) It's almost as if, someone's calling them back...

Blake: Salem. She wants them all in Atlas.

Ruby: Which means we have time to get these people out.

Penny blasts a Grimm with her powers and she lands on the ground, retracting her swords, not using her Maiden powers. She looks wearily at Ruby, who steps up and addresses the small crowd of scared citizens. Most people are watching from their windows, peeking through curtains.

Ruby: Citizens of Mantle! General Ironwood has abandoned you, but we will not! We're going to get you out of here-

An old woman steps up from the crowd.

Ruby: Yes?

Woman: And where are we going to go, exactly?

Ruby: To Atlas.

Woman: (laughing) You've got to be joking! There's a WAR going on up there, in case you've forgotten.

Ruby: I-

A teenage boy steps up beside the woman.

Boy: But, we can't stay down here either! The heat's still down, we'll all freeze to death!

Woman: I'd rather become an icicle than be obliterated in that fight.

Ruby: (quickly) We can get you all away from Atlas! Call for help-

A man steps up too.

Man: With what? All the airships have been called back! Atlas left us here to die!

The people start shouting. Blake stands beside Ruby, ears down.

Blake: Please remain calm! You'll only attract more Grimm.

Woman: We're going to die anyway, might as well hurry it along.

The people continue to shout insults to Atlas and Ironwood. The Happy Huntresses try to calm them down. Ruby's group huddles together to brainstorm.

Jaune: What can we do? We could always steal another ship and-

Blake: We can't! The fleet is busy defending the Kingdom!

Ruby: Whose side are you on Blake?

Blake: No one's! But you know the military needs as much support as they can get to defend Atlas. And with the way things are going, I'd be surprised if there are even any ships left-

Penny: This is because of me.

Everyone stops talking and looks at her, a few feet away from the four of them.

Nora: Penny, what do you mean?

Penny: I am the Winter Maiden. Salem needs ME to open the Vault. That is why she is here. She will continue to kill people until she finds me. If I turn myself in, maybe she will stop hurting p-

Ruby: No! You're not going anywhere! Not to Ironwood, and not to Salem. They both just want to use you for their own gain!

Blake: That's not fair Ruby.

Ruby rounds on her.

Ruby: Blake, what is with you?

Nora: Um, we can argue about this all we like later! But can we please figure out what to do for Mantle first?

Ruby: (screaming) I'M TRYING!

Everyone grows silent again. Blake gazes at her leader with concern and pity. Penny flinches. Ruby is breathing heavily, her eyes stinging with tears. She turns to look at the people rioting, to the fresh Grimm that are coming their way due to the panic. Suddenly, Ruby's scroll goes off. She opens it and finds a text from Qrow, telling her to meet him at the crater below Atlas. Also, the warrants for their arrest have been lifted. She smiles suddenly, snapping her fingers.

Ruby: That's it! We can bring everyone to the crater! It's the warmest place!

Blake: Ruby, if Atlas falls, we're directly below it. Then no one will make it-

Ruby: (butting-in) Atlas is NOT going to fall.

Jaune: Ruby-

Ruby: I'M the leader! We're doing this!

With that, Ruby marches forward to address the people again. The remaining teammates look at each other with great concern. Blake appears especially annoyed. Jaune and Blake start after Ruby. Nora hangs back and puts a hand on Penny's arm.

Nora: Penny?

Penny: It is just, I have these powers, and I want to help the world with them. But I cannot do that if the only reason they need help is because I am putting them in danger...

Nora: Those powers are just a part of you. Don't forget about the rest.

Penny: (looks up with sad eyes) What else is there?

Nora: (taken aback) I-

Penny smiles in understanding, a lingering sadness in her green eyes.

Penny: Thank you Nora, it is ok. (looks up at the moon, wind blowing through her hair) But I know what I need to do. I have to leave.

Nora: Penny, you can't go to Salem-

Penny: I will not! But I have to get away, far away. Salem cannot get the Relic without my powers. She will come after me. She will leave the city with me. But, I know Ruby will not like that idea...

Nora: This isn't Ruby's choice, it's yours.

Penny's eyes grow wide. Nora smiles.

Ruby: Hey! Come on slow-pokes!

May walks over to Ruby.

May: I hope you know what you're doing here kid. As a Huntress, the lives of these people are in our care. If anything happens to them, that's on us. Are you ok with that?

Ruby: No one is going to die. I'll make sure of that! I promise.

May: Don't make promises you can't keep, little one.

Ruby: I don't.

Ruby waves the others over. Within a few minutes, Ruby, Blake, Penny, Nora, and Jaune make their way to the crater. The people of Mantle follow suit, bringing a few belongings in dusty old suitcases, walking slow due to cold and wounds. The crater consists of broken, abandoned buildings in a large pit, directly below the Atlas Vault. It's warmer, with no snow. Oscar is nowhere to be seen.

Qrow stands there and gasps in relief when he sees Ruby running up to him. Ruby jumps up and gives her uncle the biggest hug. Qrow grabs her hair and embraces her tightly, almost in tears again. They break after a minute of relief. Qrow pushes back a piece of Ruby's hair.

Qrow: Hey there, kiddo.

Ruby: Uncle Qrow, thank goodness! I thought you were arrested!

Qrow: (rubbing his neck) Haha, funny story...

Ruby: (cutting right to the chase) What happened to Robyn? And Clover? Are they-?

Ruby stops when she sees Clover's charm pinned on Qrow's shirt. Qrow cleaned it so it's no longer bloody, but now sparkling in the dim light. Ruby gasps, hands to her mouth.

Ruby: No… did he-?

Qrow: Ruby, listen to me. Atlas is in trouble. We need to find Oscar and join Ironwood-

Ruby takes a step back, shocked.

Ruby: (growing angry) B-but he's abandoning Mantle to die! I won't stand by ANYONE who is willing to use the lives of innocents as bargaining chips!

Qrow takes Ruby by the shoulders, staring directly into her silver eyes. Jaune gasps. Qrow realizes he grabbed her too hard, and softens his grip.

Qrow: I worked it out with him, you can too! Robyn has some supplises, she's going to help Mantle-

Ruby forces herself away from her uncle, glaring through fresh tears.

Ruby: What do you think I'M trying to do?

Qrow: Ruby, you're doing the best you can for these people, but-

Ruby: I've proven myself! I'm a HUNTRESS!

Qrow lifts his hands up to gester around them, impatient.

Qrow: We're in the middle of a WAR, Ruby! This isn't a situation where everyone walks out alive! We might not even-

Ruby: No, not you too! I'm tired of all of this! I just want to help as many people as I can! What's so wrong with that?!

Qrow: Look, we all do, but you're being unrealistic-

Ruby: Nothing is impossible! We can do this! Trust me!

Qrow: NOW YOU WANT TO TALK ABOUT TRUST?!

Ruby gasps, stung. Qrow's face falls at once, realizing he went too far. He reaches out a hand.

Qrow: Kid…

Ruby: (quietly) Don't call me that.

The Happy Huntresses set up shelters and distribute limited food. Penny blinks, Nora's hand is to her mouth, and Blake closes her eyes deeply. Jaune clears his throat, afraid to get involved.

Jaune: If Robyn is handling Mantle, maybe your uncle has a point.

Penny: And what are we doing now? I thought we were going to aid in the evacuation? What is the purpose of just standing around?

Nora: (sarcastically) Should I make us some tea?

Ruby screams and pulls at her hair before running away. Qrow starts after her, but Blake beats him to it as she runs after her teammate. Qrow sighs, letting the girls go.

Qrow: Penny, be on your guard. Salem's gunning for you, and I'm going to look for Oscar.

Nora: It's our fault he's missing in the first place, and that the Relic of Knowledge was stolen. The least we can do is to find him and make sure he's ok.

Qrow: Yeah...

Nora, Jaune, and Qrow walk off to search the abandoned houses as the Mantle citizens light campfires and settle in. Nora looks back at Penny. She's standing there, looking back at Ruby and Mantle in the distance. Penny turns to gaze up at Atlas, where the war is happening. She looks down at her hands again...

Blake catches up with Ruby. She finds Ruby standing looking out over Mantle, where people are still evacuating to the crater to keep warm. In the distance, they can see Robyn hugging a lost child. Blake speaks in a voice riddled with pain.

Blake: Ruby? What's wrong?

Ruby: Hi Blake. You know what's wrong.

Blake: Tell me.

Ruby: Well, Atlas is under attack, people are going to die, and Salem is here. There's too much going on, and nothing I seem to do makes anything any better! I don't know what to do anymore. I'm not sure I ever have.

Blake looks down at a patch of grass sticking out of the snow. A single sapling, the birth of a flower, is fighting its way though the cold. Blake smiles at the beautiful sight, which Ruby does not see.

Blake: Believe it or not, I've always looked up to you Ruby. I know you haven't always known what to do, but that's never stopped you from doing something.

Ruby looks at Blake with teary eyes.

Ruby: Thanks Blake.

Suddenly, Ruby's scroll goes off. It's Ironwood. She ignores it again. When it continues to ring, she chucks it at the ground in frustration.

Blake: He did pull back the alerts for our arrest...

Ruby: Will no one listen to me? He's the one who put a warrant on our heads in the first place!

Blake: Because we lied to him!

Ruby: That's not an excuse!

Blake: Look. Not a day goes by when I don't think about what happened with Adam, what I did. And I regret it.

Ruby: That was self-defense.

Blake takes a deep breath, pulling together her thoughts.

Blake: In that instance, it was, yes. But I'm talking about beforehand, before Adam got to a level so extreme that the best thing to do was to put him down, as if he were a savage dog. But, I should have done more, when I first saw him slipping down the wrong path.

Ruby: Blake, what happened with Adam. It wasn't your fault-

Blake: (continuing) Adam wasn't evil, the humans who abused him were. The White Fang weren't the villains, the corporations who mistreated the Faunus and led to its creation are responsible! Instead of working to stop that oppression, I fought against my own oppressed people. My family. In the end, it turned into a battle between Faunus vs Faunus, when it should have never even been a battle in any sense to begin with. We should have come together, worked peacefully to stop discrimination and create equality for the Faunus. But I didn't even do that. I'll never forgive myself for what I had to do to Adam, or what I thought I had to do. It's the same with Ironwood, Ruby. He's not the bad guy; Salem is. We have to all work together if we want to save humanity. (her face falls) But, the more I think about it, can humanity even be redeemed at all? Why are we doing any of this? If in the end, we are judged as unworthy and erased from existence, will anyone win? Is that the lesson we're supposed to learn here? That no matter what side you're on, no matter how hard you try and how much you sacrifice, the outcome will always be the same? (she regains her determined eyes) I don't believe that. I think there is good in humanity, AND Faunus, and that we can and will come together. But for that to work, we have to start trusting each other again. And I want to take that first step.

Blake extends her hand out to Ruby. Ruby is mesmerized by Blake's words and her speech. Blake smiles, and Ruby takes her hand. The two hug.

Ruby: I think I understand now. Or at least, I understand a little better.

They break apart. They start back to look for Oscar. Blake hugs her arms, shivering.

Blake: It's getting colder. We should-

Ruby: Blake, tell me, are you worried about Yang?

Blake's eyes widen, not expecting this question.

Blake: Of course I am. And Weiss, and Ren. And I'm worried about you too, you know.

Ruby: I am as well. And my dad, and Zwei, the people back home, the people here. The people of Remnant. I've always wanted to be their hero, but now, I don't know if I'm cut out to be the hero they deserve...

Blake: You don't have to be the only hero of the world. We can do it together. No one is alone. That's why, I'm glad Yang was with me when we...

Blake trails off. Ruby gives her a small smile as Blake blushes furiously.

Ruby: You love Yang, don't you?

Blake gets all flustered and waves her hands around wildly, blushing scarlet.

Blake: W-what do you mean, love?! As-as in like, a friend? Cause of course! Just like everyone we just talked about! Love is, and ahhhh I mean, friendship and rainbows! And, oh gosh no not that I... I just made this worse...

Blake slaps her forehead. Ruby raises an eyebrow, and Blake sighs in defeat.

Blake: Alright, you caught me. I really like Yang, a lot. But, I'm afraid.

Ruby: After what you just said to me, we can't take each day for granted. This could be our last chance to say the words we've always been afraid to say. Go for it Blake! I'll be rooting for you two!

Ruby smiles toothily and closes her eyes anime-style, offering Blake two big thumbs-up. Blake chuckles and ruffles Ruby's hair. It feels good to laugh and smile...

Blake: Let's make it through today first. But Ruby, thank you.

Suddenly, as the two are walking back, Cinder Fall comes flying out of nowhere, eyes ablaze with Maiden fire. Penny is just standing there, and doesn't notice that Cinder's path of fury is targeted RIGHT AT HER.

Ruby: PENNY! LOOK OUT!

Penny spins around, curious, until she sees Cinder charging right at her. Penny yelps as Ruby uses her Semblance and enwraps Penny in her rose petals, transporting her friend a safe distance away. Cinder collides with the ground, right where Penny was a moment ago before Ruby saved her. Cinder's impact with the ground causes a massive fire explosion. The people of Mantle gasp as they see Cinder rise from the flames like a demon from hell. Cinder's PISSED, fire emitting from her nose like a beast. She clenches her fists with that same energy, before calming herself and offering a lopsided smile.

Ruby stands protectively in front of Penny, holding out one hand to guard her friend, the other clutching Crescent Rose tightly, opened and ready. Blake is behind Cinder, weapon at the ready too, GROWLING. Jaune, Nora, and Qrow are too far away to help.

Qrow: SHIT!

Ruby glares daggers at her enemy.

Ruby: Come to get a blast of Silver Eyes again, Cinder?

Cinder: So, it's you again, huh? Why must you always interfere? You are but a crushable ant within this giant ant farm of my master's. I'll deal with you later, but for now, I have more important matters to attend to. You, are as insignificant as an old shoe. Unwanted, unneeded. Trash.

Cinder charges at Ruby. Ruby fires bullets and launches herself forward. Blake attacks from behind. Cinder takes to the skies and blasts her magic at a crowd of Mantle citizens, who run and scream. Ruby and Blake collid in mid-air. They plummet to the ground and Blake helps Ruby up, the latter screaming out at the flames.

Ruby: NO!

Ruby grits her teeth at Cinder, and gets ready to launch her weapon again to meet her in the air. Right before she takes off, Penny runs forward and stands in front of Ruby to stop her, arms outstretched. Ruby halts when she sees that Penny's eyes are ablaze with green Maiden fire, for the first time since she acquired them. This is enough to stop Ruby in her tracks; Penny is serious.

Penny: (innocently) Ruby, she's after me.

Ruby: No, Penny...

Penny smiles, and before Ruby can stop her, takes flight. She flies up to Cinder, unleashing her swords behind her, eyes still glowing. However, Penny doesn't just have her weapons. A storm of snow begins to swirl around her. The two Maidens face each other high in the sky, away from the people on the ground. Ruby watches from below, helpless, unable to reach them.

Ruby: Blake, get me up there!

Cinder and Penny face off among the stars.

Cinder: (amused) Well now, so you really are a Maiden my dear. A mere toy, built and bred for combat, has a will of its own. The ancient magic of selecting maidens must be coming undone if a machine could be granted such powers. Powers that are rightfully MINE!

Penny: You will not hurt my friends! Nor anybody! I got these powers for a reason, and I am prepared to use them to defend!

Cinder: (laughing) Oh Penny dear, you stole those powers. From Winter, and from me. They don't belong to you. Good girls don't take what isn't theirs.

Penny: Look who is talking.

Ruby is hysterically, trying to launch herself up with the combined force of Crescent Rose and her Semblance. But she cannot get high enough.

Ruby: Blake, HELP.

Blake: Ruby, I CAN'T.

The fire spreads around them. May and the others work quickly to put it out. Ruby sobs.

Cinder: My powers are a blessing from my master, conqueror of Remnant. Do you have any idea what an honor that is? One you could never even imagine.

Penny: And mine were a gift.

Cinder's eyes blaze with fire once again. Without warning, Penny flies at Cinder. Penny shoots out a blast of green energy that Cinder dodges. Penny then strikes Cinder with her robot swords, and Cinder creates fire swords of her own to mimic Penny's. Cinder tosses them all at once at Penny, who dodges most but gets hit by one. Penny shakes it off and trusts her hands forward, unleashing the ice storm at Cinder. Cinder deflects the icy shards with ease.

Cinder: Don't make me laugh! I spent MONTHS training with the most powerful being on this planet to learn how to properly wield my Maiden abilities. And you think that you can take me on alone after having yours for, what? A little over an hour? HA! You are a joke Penny Polendina. And what good is a joke without its PUNCHLINE?

Cinder punches Penny hard right in the face with her arm ablaze with fire. Penny screams and clutches her eyes, quickly shaking it off and lighting them with green fire again. Cinder, being very experienced, is able to land several blows, but Penny uses her robot powers to defend. After about a minute, Penny flies off to distract Cinder, knowing that she doesn't stand that much of a chance on her own. Cinder takes off after her, and they continue their battle within the skies as a chase scene, leaving the crater and soaring through the clouds across Mantle.

Penny: (looking back down at Ruby and whispering) I am sorry Ruby, but please let me do this.

Cinder flies after Penny, and soon, the two Maidens are out of sight from Ruby. Going, going, gone. Ruby is breathing heavily, rooted to the spot as she frantically tries to find Penny's light among the stars. She can't see her.

Ruby: PENNY!

Ruby is left standing alone, while the fire remaining from Cinder's attack spreads on the ground behind her. Helpless citizens cry out for aid all around. Qrow, Nora, and Jaune reach the two. Robyn rushes up to the scene with reinforcements, her eyes meeting Qrows. Blake opens her mouth to speak, but Ruby lets out a scream of agony, falling to her knees in defeat.

Episode 3 - "The Battle of Atlas"

The scene now switches to Atlas, where the battle is raging furiously. Salem is in the air in her cloud of stormy-grey magic, her rainbow powers and dark orbs of light flying in all directions. Bodies litter the floor, robotic soldiers burning. She doesn't care who she hits. The Ace-Ops are still standing, trying their best to target Salem herself while also chasing down the Grimm. No one can reach Salem. Miraculously, the enemy hasn't breached the doors to the Academy yet. Or perhaps, she's having too much fun...

Team FNKY are fighting Neo, who newly joined the fray. Winter is fighting Hazel one-on-one, fighting valiantly despite her unhealed wounds. Harriet gets knocked down by Tyrian and her eyes blaze with electricity. She wacks him in the face with her feet and the two fight hand-to-hand.

Tyrian: Well now, if today isn't my lucky day! Another pesky little bunny to kill! Where are the others in your pack? (he licks his lips) I want you all!

Harriet: (fists raised) What are you getting at, you freak?

Tyrian: (swinging his tail at her) Oooh what fun! So you don't yet know of your companion's fate? What was his name again? Something to do with a weed...

Harriet: (eyes wide) Clover?!

Tyrian snaps his fingers as she lets her guard down.

Tyrian: Bingo!

Harriet screams and runs at him, refusing to believe that Clover is dead. The scene zooms over to the steps of the school. Ironwood emerges out of the doors, gazing in horror at the fight before him. Ironwood got a new metal hand, as well as amputated his left arm and replaced it with a prosthetic too. Due to the rush, they are not very strong, but do the job. He looks down and moves his new fingers. He shakes his head and turns to face the battle, determined.

Ironwood: (to himself) I'm not afraid.

Ironwood takes a step forward. A Grimm charges at him, and Ironwood shoots it right in the face. It disintegrates. Suddenly, a ship docks down a few feet away. Yang, Ren, and Weiss climb out of it, their weapons drawn. Yang loads her gauntlets, but stops when she sees Ironwood. The others notice him too. There's a moment of uncertainty.

Ironwood: (walking down the steps to meet them) Thank goodness you are all alright. I was worried.

Yang: I wanted to apologize for-

Ironwood: (holding up a hand) Please, we can discuss this later. Right now, (he draws his two guns and spins them around, looking badass), let's fight.

Yang smirks and nods, loading up her gauntlets and punching her fists together. Weiss draws her sword.

Weiss: For Atlas.

Maria: Hold on now.

Maria climbs out of the ship. They all gap at her. Yang stands in front of the woman protectively.

Yang: Get back!

Maria cracks her neck, and pulls out her weapon with surprising strength.

Maria: Oh HELL no. The Grimm Reaper's got a few Grimm left to reap!

With that, Maria charges into battle with a holler. The four of them watch her slash through the Grimm with ease. Atlas soldiers cheer for her. Weiss smiles.

Weiss: That was… unexpected.

Their happy moment is interrupted by an explosion a few yards away. Pietro takes off in his ship, heading to Amity. There's no backing out now.

Ren flicks up his own weapons. He takes a moment to look at Ironwood, and sees all different colored petals floating around him. Ren's eyes are sad, but he can't get distracted now. Yang's arm shakes, and Weiss puts a hand comfortingly on her wrist. The two girls nod at each other, and the four charge into the battle.

Salem is still in the middle of her black whirlwind, shooting out magical blasts from her palms and targeting people left right and center, with none of the soldiers reaching her. Winter manages to kick Hazel down, but falls to her knees due to her wounds. She grits her teeth.

Team FNKY suddenly appear before her.

Neon: We got this, commander!

Winter: T-thank you.

Winter uses her sword to climb back to her feet,and notices Ironwood. Team FNKY continue to fight Neo and Hazel as Winter runs over to the general, saluting.

Winter: General! You made it.

Ironwood: Yes, but it should not have taken me this long. Thank you Winter, I'm ready now.

Weiss: Winter!

Winter gasps as she sees her sister, not expecting her at all. After a moment, Winter overcomes her shock, and nods once wordlessly in approval to Weiss. Weiss smiles slightly and stands beside Winter, the two sisters on common ground. Yang stands beside Ironwood, with Ren next to her. Ironwood and Winter stand back-to-back, once again, looking very badass together. Winter steadies her two blades and points them at Salem. Ironwood aims both his guns at her. Yang ignites her Semblance and glares at Salem with such rage it's enough to burn a hole right through something. Weiss readies a glyph, and Ren looks at the enemy.

There are no petals around Salem.

Salem stares down at the five of them and smiles to herself. She lowers herself rather delicately to the ground, taking her time. The Grimm clear a path for her, and the battle continues on all around them. Soldiers try to reach Salem, but with a wave of her hand, they're thrown back by an invisible force. Salem walks slowly towards the group of five, and with every step, the ground beneath her blackens. Salem stretches out her pale hands, as if she's welcoming them into her home; as if Atlas is already hers...

Salem: General Ironwood. We meet at last. Can't say I'm impressed.

Ironwood: (holding his guns steady) At least you decided to show up instead of hiding in a suitcase.

Salem laughs. It's terrifying. Winter glares daggers. Weiss is afraid, Yang shakes, and Ren stares, hiding his emotions.

Salem: You're rather bold for a man on his deathbed. (she surveys the group) So, these are your best fighters? Do you honestly believe that any of you stand a chance against me? You know I could kill you all in a heartbeat if I wanted to.

Yang: (hair ablaze) So why don't you?

Salem: (amused) Don't test your luck child. You needn't die today. I'll give you one last chance. Give me the Staff of Creation. And all of this? (she gestures around the battlefield) Will end. How many more have to die? I'll get what I want eventually, but the amount of casualties I take is your decision, James.

Winter takes a step forward before Ironwood can respond, teeth bared, ready to kill.

Winter: You're not getting anything.

Salem: How amusing. I already have the Lamp of Knowledge, and my associates are hard at work cracking the code on its lock. Soon, I will ask the final question, and find out where Ozma is keeping that damn Crown of Choice. Speaking of which, where is my dear Ozma?

Salem has reached the group now, and is only feet away. No one strikes her, waiting. Almost spellbound by the creature of darkness right before their eyes. Salem still smiles her sweet smile. In another world, she'd be charming. But now, she is even scarier than if she were angry.

Salem: Where is he?

No one answers her. Suddenly, Yang fires a punch at Salem, which goes right through her guts and creates a hole in her stomach. The wound heals almost instantly. Salem yanks Yang's hair. Yang screams and her hair lights on fire again. Salem's hand catches fire and Yang starts punching her left and right, but it doesn't even do anything. Weiss summons a boar which charges at Salem and Ironwood fires rapidly at her face. Winter swings around with such swiftness she can hardly be seen, cutting through Salem's body with her blades. Winter slices off Salem's legs but they grow back before their very eyes. Ren masks them with his Semblance, so Salem can't see the group. Salem screams and unleashes a blast of magic in all directions, removing Ren's Semblance so she can see them all again. Yang punches Salem's side. Salem's organs burst out but she regenerates effortlessly. The group hits her again and again, but see her reform and heal almost instantly. Every time she bleeds her black blood, it absorbs back into her body as if she's a sponge. It's sickening.

Yang grabs Salem from behind and tries to burn her at the stake. Salem catches on fire but throws Yang off of her. Yang's back SLAMS against the ground and her Aura breaks and fades. Weiss shoots out different kinds of dust from her weapon, and Winter summons a Grimm that she rides on with her sword outstretched. Salem grabs the Grimm by its horns and Winter goes flying off of it. She tries to get back up, but the wounds in her stomach have reopened. She's bleeding out.

Weiss: WINTER!

Ren tries masking himself and sneaks up on Salem. He kicks her but she grabs his feet and swings him around. Before she flings him away, he speaks to her.

Ren: Why can't I see your emotions?

Salem is now ANGRY.

Salem: Why do you think?

Salem tosses Ren against the steps and his Aura breaks. He goes unconscious, bleeding. Ironwood steps in front of Ren's path and uses his gravity gun to charge at Salem. He puts a bullet right through her brain, but it does little damage. Salem grabs Ironwood by the throat and holds him there. He struggles, but she tightens her grip on his metal neck. Winter reaches up a helpless hand from the ground.

Winter: NO!

Salem: I don't want you to die, James. I want you to watch your Kingdom fall, and everything you love crash in a glorious fire. I want you to see me win, and live with the knowledge that you couldn't stop me.

Ironwood: (gasping for breath) I know I can't stop you, but I'm still going to try. And it's GENERAL.

Ironwood's hand shakes as he tries to raise his gun at her. Salem blasts Ironwood with her magic, and his new prosthetic arm shatters. He falls to the ground as his exposed left shoulder bleeds. Everyone's Aura is down, except for Weiss and Winter. Weiss gasps, the only one standing, but holds her ground and points her weapon at Salem. A bead of sweat runs down Weiss' face.

Weiss: You're going to pay Salem.

Salem: (turning slowly to took at her) The Gods will pay dearie, and they will do so dearly.

Weiss: We… we saw what happened to you. What you did! I'm not going to let you do it again. Not to my home.

Weiss' braid blows badassly in the ash and smoke. Salem laughs into the night.

Salem: Typical heiress. Thinking existence itself revolves around you and your desires. In this darkening world, no one gets what they want. No one, but me. For I am the sun, and you are, not even a planet.

Salem's hand ignites with magic of every color. She tosses electric sparks and black holes at Weiss. Weiss dodges them and creates a pathway with her glyphs right up to Salem. Winter pushes herself up and does the same from behind with her Semblance. Both Schnee sisters run along the paths they created. When they intersect and reach Salem, they use their swords to do a finishing move on her (like what Winter did to Ironwood to Volume 8). There's a blinding flash of light blue light, and Salem explodes with the combined force of the sisters'.

The Schnees breathe heavily. However, a second later, and Salem rises from the ashes. Weisssomersaults and pushes Winter to safety. Salem simply slaps Weiss in the cheek. Weiss' Aura breaks and she falls unconscious upon impact, her braid coming undone. Ironwood pushes himself to his knees and tries to fire, but he's out of bullets. He clutches his bleeding arm as Winter forces him to sit. She glares at Salem, her outfit all bloody due to the open wound in her side.

Salem dusts her hands together, barely scratched. She cracks her neck back into place.

Salem: That was fun.

Yang: (screaming from the ground) Why are you doing all of this?! (Salem turns to her) All this endless death, because something bad happened to you, once upon a time? Nobody gets a fairytale ending! Bad things have happened to me, and it was all your doing! Every person I've loved, every person I've lost, is because of you!

Salem makes her way over to Yang. She's standing right on top of Yang, baring down with joy on her face. Yang cannot move.

Salem: (amused) And who is it that I've taken from you?

Yang: (confidently) Summer Rose. My mom.

Salem: (to Yang) A pitiful creature you are, along with your entire race. Elimination is the only punishment I can think to suit such a sad sight.

Yang: You're a liar! You're… you're-

Salem: And you're not? Haven't you even told your dear friends the truth about the Spring Maiden?

Yang gasps, trying and failing once again to get up. Winter's eyes widen.

Yang: How… how did you..?

Salem: Do not insult me child. I know the truth about your REAL mother. Although, I can understand why you wish to claim another woman as your parent. Dear Raven was right all along, and you just can't accept it! You cannot beat me.

Yang grabs a fistful of rock under her stomach.

Yang: How can you say that? When you MURDERED your own children? You know NOTHING about family!

Yang raises her fist, ready to throw the rocks at Salem. Suddenly, Winter charges at Salem and shoots out Ice Dust. She traps Salem in a glyph and Ironwood bodyslams right into her. Salem releases a magic explosion to knock them both back. Part of Ironwood's metal leg shatters. Winter has cuts and scrapes all on her face, panting. She's the only one of them still standing, but barely. Yang tries to get up, but Salem slams her heel into Yang's back, breaking a few of her bones. Yang SCREAMS, trapped. Ren and Weiss are both still out cold.

Salem: (to Yang) Oh yes, that's right. You must be related to that darling little red girl. Ironically, I see no resemblance, except for your stubbornness. But yes, I did indeed destroy the lovely Summer Rose. Wilted, just like her namesake. A pity, she could have joined me.

Ironwood: We'll never join you!

Salem: (not looking at him) Funny, I wasn't asking your option. You do not matter anymore, General. You've served your purpose in my schemes. Praying on your vulnerability, all too predictable. You've led the world right into my hands. I suppose I should be thanking you.

Ironwood: I don't want such a sentiment from a foul creature like you!

Salem: (annoyed) This is a waste of my time. I am grown, I should not be bothering myself with such playthings. Excuse my foolishness. I do hope I've made a good first impression.

Winter takes one more swing at Salem, but can't even bring herself to do so before collapsing to the ground and throwing up blood. Her Aura finally breaks. Winter clutches her side and steadies herself with her sword. Salem merely watches, looking down at her, amused.

Ironwood: Schnee!

Winter crawls over to Weiss and hugs her unconscious sister, glaring at Salem. Ironwood reaches for his gravity gun, but Salem extends her hands and it floats over to her. She crushes the black gun in her palms as if it were made of cardboard. Ren is on the steps, still unconscious. Hazel is watching the scene, absolutely mortified. Hazel clenches his fists and grits his teeth, but is soon drawn into a fight with Elm and Vine. Harriet cannot be distracted from Tyrian. Neo is fighting Flynt and Neon, the only two members of team FNKY still alive. Maria takes on four Grimm at once. Soldiers and robots are among the Grimm, fighting to protect the city. Explosions go off in the distance as Atlas burns from within. Winged Grimm devour buildings. Ships release counter-attacks to no avail.

Yang tries to get up again, but Salem digs her foot deeper into Yang's back. Yang wails in agony. She speaks through grit teeth.

Yang: (barely able to talk) Is all of this worth it to you?

Salem: Yes.

Salem's hand transforms into claws. She raises it and is about to dig it through Yang's back and pull out her heart, but at that moment, a message begins to play from every building still standing, including being broadcasted from a giant screen right in front of the Academy. Salem blinks and turns to the news, her lips parting in pleasure as she sees who is on the screen...

Meanwhile, Penny and Cinder are still fighting their legendary battle far away. Penny has flown out of Atlas and Mantle, and now they're battling over the arctic ocean. Penny yelps as Cinder launches a steaming fire arrow at her, just narrowly dodging it. However, the arrow turns around and zooms at Penny, blowing up in her face. Penny throws her hands out to block it. She spins around and shoots out a giant green beam at Cinder. Cinder shoots out fire to meet it. The red and green clash in the middle. Penny struggles to hold her ground against such powers. Her feet begin to malfunction, and she spazzes. Penny tries to readjust her position, knowing she can't fall into the water below…

Cinder: So far, I'm sorely disappointed. You have powers, and yet you aren't using them! I would chalk it up to your inexperience, but now I believe you're nothing more than a coward who's afraid of too much power. You're weak, Penny my darling. Oh so weak.

Penny's eyes burn with green flames again. She's angry.

Penny: I am not weak!

Cinder: PROVE IT THEN!

Cinder breaks the connection and flies straight into the water, disappearing. Penny closes her eyes to concentrate. She opens them and tries to use her Maiden power, snow swirling all around her like a snowglobe. She points to the water, and the sea begins to freeze beneath her feet. Soon, almost the whole ocean is covered in a sheet of ice. Penny breathes a sigh of relief, but stops when she sees an orange glow coming from beneath her, below the thin ice. Next second, Cinder bursts out from under the ice. Cinder is covered with a layer of frost, but it melts off of her quickly from her own heat. Cinder grabs Penny from underneath and swings her downward. Penny begins to fall towards the sea.

Cinder blasts Penny with fire, and Penny's circuits start to zap and malfunction. Penny tries using her eyes, but the green fire dies. Right as Penny is about to hit the water, Cinder flies down and grabs her. The last thing Penny sees is Cinder's insane smile of victory.

Cinder: Sweet dreams.

Cinder snaps Penny's neck, and Penny instantly goes unconscious.

Cinder carries an unconscious Penny and flies over to the Atlas prison, zooming above the battle and smiling at the sight of the fight. Cinder bursts open the far wall and burns down the jail cells, all with Penny over her shoulder like a sack. Watts walks out of the flames, pulling up his sleeve cuffs and dusting off his shoulders as if this were no big deal. Jacques is scared, still sitting in the burning cell and shaking in fear.

Jacques: (to Cinder) I beg you! Don't kill me!

Cinder: My hands are already dirty, but I needn't taint them with your useless blood. (to Watts) Come.

Cinder carries Penny and Watts follows her down the halls. Jacques just sits there, not knowing what to do or where to go. The villains walk down the abandoned corridors like they own the place. They enter into a room full of computers, and Cinder slams Penny down onto the table. Any people still remaining inside flee upon sight. The villains are left alone in the Academy.

Cinder: (to Watts) Hack her. (points to Penny on the lab table) That way, I can command her to open that Vault, and take the Staff for our master. And then the Winter powers, will be mine at last!

Watts: (rolling his eyes and pulling up a chair) It's impressive you haven't realized this yet, but I don't work for you. Who cares about that stupid power once the Vault is open? It's meaningless, just as this girl.

Cinder: Excuse me? I care about the power. Perfectly good abilities deserve a perfectly good host.

Watts: (laughing as he begins to hack Penny) Oh, that's hilarious! For a minute there I thought you meant yourself!

Cinder: What? (her eyes light up)

Watts spins around in his office chair, suddenly ticked-off, with the air of a parent explaining rules to a disobedient child.

Watts: Give me a break! You'll get your dumb powers, but that doesn't mean you should. As a matter of fact, as a vessel, I'd say you're less qualified than our little robot friend here!

Cinder: How dare you compare me to a lesser life form! I am NOT beneath anyone! I am ABOVE everyone, including you! Know your place, at my feet! You slime!

Cinder grabs Watts by the throat and extends her Grimm arm. She shoves Watts out the window and the glass shatters. Watts is dangling in the open air, holding onto Cinder's hand for dare life. If she let go, he'd plummet into the abyss below.

Cinder: First, I'm going to watch you plummet to an unremarkable end. Then, I'll burn a path directly to the vault. I'll find a way to get Penny to cooperate, just like I'm doing now with you.

Watts: (still laughing, unfazed) Oh ha ha ha, yes, killing your most handy asset is definitely a wonderful way to get me to cooperate! But noooo, because I happen to BE that asset. You NEED me, and you know it. You can't do this on your own. When people refuse to bow to your every whim, you take them out without a second thought! Or at least, you have since the fall of Beacon! I suppose you lost a few brain cells along with your eyeball! And here I thought that the pheasant was the one who lost his mind!

Cinder: (fire surrounding her) You take that back! I'm getting what I want through force! You're in no position to lecture me on anything! I know what I want, and if you're not going to help me get it, then I have absolutely no use for you!

Watts releases his safety grip on her hand, not afraid.

Watts: Oh, of course, because that's just what you do. Isn't it? And how has that worked out for you? You stormed into Fria's room thinking you could take on Ironwood's top fighter and war machine. But you couldn't. And that machine became the Winter Maiden! Oh, and let's not forget your deal with Raven Branwen. Get all your enemies in one place so you'd have a shot at revenge. If only someone could have warned you against such a terrible idea. Oh wait, I did! But you didn't listen and you pushed ahead when all you had to do was your job! You think you're entitled to everything just because you've suffered, but suffering isn't enough. You can't just be strong, you have to be smart. You can't just be deserving, you have to be WORTHY. But all you've ever been, is a bloody migraine!

Cinder screams and lifts her other hand to attack Watts, but stops. Cinder brings her arm back in and throws Watts into his chair. Watts smiles and spins back around to continue his hacking as if nothing had happened. Cinder's eyes fizzle out and she takes a step backward. She sits down in her own chair and sheds one single tear.

Meanwhile, Ruby is with Qrow, looking for Oscar. Blake, Nora, and Jaune have split up to search. Qrow and Ruby are both silent, not knowing what to say to each other. They managed to put Cinder's fires out, and the people are now huddled in blankets to keep warm. So far, no sign of Oscar, or Penny.

Ruby: (speaking up) I hope Yang is ok up there.

Qrow: Yeah, me too. Which is why we gotta find this kid ASAP so I can go join her.

Ruby: Right...

Qrow: (side-eyeing his niece) And what about you? Are you going to join the fight?

Ruby: I... I don't know. I want to help Mantle, but everything I've done so far only seems to have made the situation worse.

Qrow: You're trying Ruby, you're trying.

Ruby: But maybe I'm not trying hard enough! I couldn't protect the people, and I couldn't protect Penny! If Cinder gets her claws on her, it's because I failed. Ironwood was right. If Atlas falls, I'm the one to blame!

Ruby is shaking. Qrow doesn't know what to say again. He rubs his neck.

Qrow: (slowly) Penny made her choice. Just like Clover, just like James, just like Yang, (Qrow looks down at the good luck charm he's wearing and touches it) and just like me. (he looks at Ruby) Now, it's your turn.

Ruby remains silent, and Qrow continues to rub his neck awkwardly, not sure if he said the right thing. The two enter into the ruins of a building. Qrow bends down and picks up a dirty old teddy bear from the ground. He laughs as he dusts it off.

Qrow: You know, I remember when you used to like stuff like this.

Ruby: I still do...

She takes the bear. Qrow watches her affectionately.

Qrow: When Yang was born, I was thrilled to be an uncle. And then you came along, and I was even more grateful. The day you girls decided to become Huntresses was one of the happiest of my life. I thought I had done something good. Maybe you admired that drunk old man enough to want to be just like him. (he laughs) Heck, it made me really proud. Of course I was worried, but the more we trained, the more reassured I became. You kids… I mean, you could handle yourselves. You didn't need me.

Ruby: (confidently) That's not true. I still need you, now more than ever.

Qrow: (rubbing his temple) Yeah, and I really dropped the ball there, didn't I? You needed my advice in Atlas, and I didn't give it.

Ruby: You told me I was different from Ozpin for keeping secrets. (she stops) Why did you lie?

Ruby looks up sadly at Qrow, as she's tightly clutching the teddy bear to her tiny body. Qrow opens his mouth, closes it, then opens it again.

Qrow: It wasn't a lie. You're different from Ozpin because you're not the one leading the fight against Salem. He had a responsibility to the people who supported him, and he didn't tell us the truth. You used your best judgment.

Ruby: (shaking her head) No, I didn't. Ozpin didn't want people to leave him once they found out the truth about Salem, and then we did. We abandoned Oz right when he needed us the most, but instead, we chased him away. Ozpin kept secrets because he feared we would lose hope if we learned the truth, and that's exactly what happened. I lied because I didn't know who to trust anymore, and that was wrong. Ozpin and I, we're the same. I understand why he kept secrets, now more than ever. I want to set things right somehow. I want to be better.

Qrow: (laughing lightly) Me too kid, me too.

Ruby: So let's do it.

She extends her hand, teddy bear in the other. Qrow's eyes are wide, but he smiles and takes her free hand. They shake on it. Ruby is determined.

Ruby: No more secrets this time. No more lies, I swear by it. I'll be a better leader. I promise. And I never break my promises.

Qrow: (smiling sadly) You've really come far kiddo. You really have.

Ruby smiles back at her uncle, but there's an unfamiliar pain in her eyes. However, she's determined again, and quickly tries to hide her previous expression. Ruby looks down at the bear in her hands.

Qrow: For all it's worth, I don't think there's anything wrong with being a kid. But, there's nothing wrong with growing up either.

Ruby opens her mouth, but suddenly, their scrolls buzz. She opens it, and sees that Qrow has the same message. She gasps. It's OSCAR. He's in the Amity tower, and he somehow got it up and running and is now sending a message to the whole world.Pietro can be seen in the background.

Oscar is broadcasting to ALL of Remnant.

Oscar: (on everyone's screens) Um, hello! (he waves awkwardly). My name is Oscar Pine. And if I've done everything right, then I should be talking to all of Remnant right now. I have bad news to share with you all, so get ready for everything to change within an instant. The Kingdom of Atlas, is under attack. Right now, the Atlas military is working hard to subdue a master of darkness that has silently prowled our lands since the very beginning. This is not a new threat, no, this is one we've encountered time and time again. At Beacon, at Haven, and now at Atlas. Her name, is Salem, and she's the queen of the Grimm. But what's more, is that she wants to destroy humanity by reuniting four ancient Relics and shattering this divided world even more. I know that this is hard to believe, and you have every right not to believe me. But Atlas needs help. If Salem is able to break through the defenses, and steal the Relic of Creation, then she will be one step closer to her goal of division and annihilation. We cannot let that happen. This tower was built to reestablish global communications with the world, and it was General Ironwood's plan. He wanted to share this news with you all, and I regret that he cannot be the one to deliver this speech in person, for he is otherwise occupied and engaged in the battle for our very nation.

During this speech, the scene shows people all across Remnant watching this message. Ironwood on the frozen battlefield, Salem smiling, team RWBY and co. in various locations, the Ace-Ops, Cinder and Watts, Glynda and the teachers and shopkeeper at Beacon, Tai and their dog, Illia, Blake's parents, the White Fang, Sun and Neptune, Jaune's sister and her wife, Whitely and Willow, Oscar's aunt, etc.

Oscar: Please, if anyone can assist Atlas in this battle, I beg you, please come. But know this; Salem is immortal. She cannot be killed, and she won't be stopped until she wins. We must find another way to defeat her, and we can! All of us, together. And if you still don't believe me, and I don't blame you in the slightest, I have someone here who may be able to convince you. Not to fight if you do not wish, that is fine too, but if you can find the courage to face this fear and terror, then you have done a great service to this world. But please, allow for me to reintroduce Professor Ozpin of Beacon.

Oscar's eyes flash golden, and he shifts into Ozpin mode. Ruby and Qrow gap at the screen.

Ruby: Oz!

Oz: Greetings everyone. It is I, Ozpin. I have let my errors and misjudgments get the better of me for far too long I'm afraid, and have long since kept this secret from the world. But now is the moment to come clean, although it couldn't be at a worst time. I know the ideas of Salem and the Relics are hard to believe, but I have seen them first-hand. I was there at the dawn of time, when Salem was a normal human, similar to you all. Tragedy befell us time and time again, until I was forced to work against my own wife. A choice I did not take lightly, but knew to be the right course of action. And now that I've returned, I will do everything I can to counter this threat. So will the brave Huntsmen and Huntresses of Atlas and beyond, including some of my own students from Beacon. I couldn't be more proud of them all.

Ruby's eyes shine at the screen, mesmerized.

Oz: But now, it is time to put my words into actions and face the battle that I have long since pushed to the back of my mind. This, we can no longer ignore. This, we can no longer hide from. I can no longer look away. And I'm sorry, to the people I've hurt, the pain I've caused. I know I will never be able to make up for all of my mistakes, but Salem, I also know that you're watching. And I am coming for you, my love.

Ozpin's determined face stares into the camera. Salem gazes back at him in front of the school. She smiles, showing her pointed teeth.

Salem: It's time.

With that, Salem takes to the skies, headed straight for Amity tower, and Ozpin.

Episode 4 - "Reunion"

Salem flies through the skies, making her way to Amity tower. At the airborne tower, Ozpin closes his eyes, and Oscar reawakens. Oscar blinks a few times before rubbing his head. Pietro comes over to the farm boy. Oscar turns to him, serious.

Oscar: You need to get out of here. Salem is on her way, there isn't that much time.

Pietro: But what about you?

Oscar turns to look off into the night sky, determined. He swings Ozpin's cane around and positions it vertically on the ground, resting his hands on the hilt. He looks more like Oz than ever.

Oscar: I wait.

Everyone can see Oscar waiting for Salem. It's on every scroll, every TV, every tower in all of Remnant. Each continent. Ironwood smiles at the speech as he gets to his feet on the battlefield, Winter cradling her sister with a wet laugh.

Winter: They did it, sir. The plan worked.

Atlas soldiers and students cheer and get more strength, killing more Grimm with newfound courage. The tide of the war seems to have turned, but maybe only because Salem left the immediate action…

Neo and Hazel look at each other after the broadcast. They continue to fight, although something seems to have shifted in their gazes.

Suddenly, Qrow, Nora, Jaune, and Blake all charge into the battle. Ruby is not with them.The newcomers stop when they see the wounded states of Winter, Ironwood, Yang, Weiss, and Ren. Blake and Nora scream at the same time.

Blake: YANG!

Nora: REN!

The new arrivals help bring the party of five into Atlas Academy lobby to regroup. Blake hurries over to Weiss and Yang. Weiss is still unconscious, and Yang is just barely holding on. Winter and Ironwood collapse against the wall, struggling to breathe. Nora rushes to Ren and places his head on her lap, stroking his hair. Qrow hurries to Yang's side and hugs her. Blake looks on.

Jaune: Hold on! I can heal them.

Jaune uses his Semblance to restore everyone's Aura. Of course, most of their wounds do not heal, but within a few minutes, Ren and Weiss wake up. Nora hugs Ren and Winter embraces her sister.

Winter: Don't scare me like that again! You almost got yourself killed.

Weiss: (laughing weakly) Speak for yourself.

Yang pushes herself up next to Qrow and Blake. Yang coughs, then winces as she feels her back. Everyone is covered in blood.

Qrow: How ya hanging firecracker?

Yang: (shrugging) Eh. Could be worse.

Blake: If you were any worse, you'd be dead!

Blake looks really worried. Yang smiles and puts her hand on Blake's shoulder. Blake blushes furiously, but takes Yang's hand and grasps it tight.

Yang: Hey, I'm ok.

A single tear runs down Blake's face, and her and Yang touch their foreheads. Qrow paces back and forth.

Qrow: Where's Salem?

Winter: She… she's going to fight Ozpin.

Qrow's face turns white as a ghost. Outside, the war is still raging. Before anyone can stop him, Ironwood forces himself to stand. He's missing his left arm, and his prosthetic right leg is exposed and cracked in places. It causes him to limp slightly as he starts for the door. He unleashes his white gun, prepared.

Ironwood: I'm going after Salem.

Qrow: James are you insane? Look at what she's already done to you!

Yang struggles to speak, suddenly very alert.

Yang: Hold on, where's Ruby?!

Qrow: (with a sigh) She went after Oscar.

Weiss' hand flies to her mouth as Yang gasps.

Weiss: She what? But if Salem's on her way then there's no way that Ruby-

Suddenly, Marrow comes running up to them. He's beaten up pretty badly, and takes a moment to catch his breath before addressing Ironwood.

Marrow: Sir! I just got a notification that our systems have been breached!

Qrow: Um, we know. They're been breached for-

Marrow: No! I mean inside! Someone is hacking the interior!

Ironwood grits his teeth, understanding.

Ironwood: Watts.

Marrow: I'll take care of him.

Before anyone can stop him, Marrow runs past them and up the stairs, leading to the upper floors of the school. Yang forces herself upright, panic-mode.

Yang: What about Ruby!? And Oscar? Neither of them are going to last against Salem! They'll, they'll…

She can't finish.

Ironwood: I'm going.

Qrow runs in front of Ironwood to try and stop him.

Qrow: Like hell you are!

Ironwood's eyes are unseeing, lifeless. He points his gun at Qrow. Everyone gasps.

Ironwood: Get out of my way, Qrow. (his eyes flicker for a moment, and for one second the light returns to them) Please, before- (his eyes die again)

Qrow's mouth is open, and his eyes are sad. But he knows what's going on; it's Ironwood's Semblance. No one can talk him out of going.

Qrow: I'm coming with you.

Ironwood: (firm) No.

Qrow: Like hell I'm letting my niece face SALEM alone!

Ironwood: Which is why I need you here. She'll need someone to come back to.

Winter's eyes widen at what Ironwood is implying. Qrow clenches his knuckles, but reluctantly relaxes them.

Qrow: Promise me James… you'll bring her back.

Ironwood: And Oscar.

Reluctantly, Qrow steps out of the way. Ironwood tries to leave again, but Winter reaches out and grabs his wrist from the floor. He stops, eyes still on the door.

Winter: Be careful.

Ironwood looks back at her and smiles smally.

Ironwood: If I don't return, everything is yours.

Winter's eyes widen, but she quickly blinks and nods stiffly, composed. Winter rises as Ironwood nods to the group, before exiting the room.

There's silence. Winter sighs once, then takes immediate action.

Winter: Qrow, can you lead the fight out here? I have to go inside that... thing and find the Relic. (she points to the Whale through the open door). After failing to secure the Staff, I feel this is my duty.

Weiss: I'm coming too.

Winter: Weiss...

Weiss: Not all of Salem's minions are out here. I know Emerald and Mercury. If they're inside that monster, then it's time for some revenge.

Reluctantly, Winter nods. Weiss looks back to Blake and Yang, who also nod their approval.

Weiss: I… good luck. All of you.

Yang: You too.

Blake: You got this.

The three of them hug.

Yang: Ruby… and Oscar. They'll be back when you return with the Relic.

They break apart, and Weiss opens her mouth, but closes it with a swift nod. The injured sisters hurry off towards the Whale.

Blake: I'll stay here with Yang.

Yang: What? I'm not staying behind! Especially if Ruby-

Blake: You're hurt! You'd only get in the way.

Yang: (slight chuckle) Ouch, tough blow.

Qrow: Rest, you'll need your strength. This night is far from over.

Qrow pats Yang on the head before turning into a bird and flying out the door. Jaune, Ren, and Nora stand together. Nora pulls out her hammer and grins.

Nora: What do you say I be strong and hit stuff?

Ren: (smirking) It's what you do best.

Jaune: (taking out his sword and shield) And I've got a few choice words for that ice cream girl too!

Ren looks at Nora and sees purple petals all around her. Ren takes Nora's hand, and her eyes grow wide. They smile at each other, and team JNPR rushes into the battle together. Blake and Yang are left alone inside. Yang grunts as she pushes herself up against the wall, rubbing her back. Blake kneels down beside her, unsure of what to say or do.

Yang: I must look pathetic.

Blake: (shaking her head) Not at all. I'm the pathetic one. I didn't even fight.

Yang: You're here now, that's all that matters.

Blake sits down next to Yang. She can hear Yang's harsh breathing.

Blake: (timidly) Yang, can I ask you something?

Yang: You just did.

Blake: (blushing) I- well, you know what I mean!

Yang: (weak smile) Yeah, I know. Go ahead.

Blake: (hugging her own arms) What do you plan on doing? After the war?

Yang: Which one?

Blake: I mean, this whole thing. Once we defeat Salem. What do you want to do?

Yang coughs up a storm. Blake waits patiently.

Yang: I want to see the world. And not on this whole epic cross-continental quest we're going on! (the two laugh) No, I mean, actually experience it. Relax on golden beaches, sleep under silver skies. Meet all kinds of different people, have fun. Fall in love. (Blake flinches) I mean, that's the whole reason why I became a Huntress. Adventure. (she grows dim) But after everything we've been through, I think I've had enough adventure for a lifetime. I want to help people, Blake, I really do, but honestly? It would be nice to go home. Start my own life, away from all of this. But, how can I just walk away when there's so much pain still out there?

Blake looks down in shame.

Blake: It's so easy to walk away.

Yang: I think it would be too difficult.

Blake hugs her elbows, looking away.

Blake: I… I know I ran away before. Because I was scared, hurting, confused. I didn't know how BIG the world was until Beacon. And then it got TOO big, and I was too small. I couldn't handle it. But… but I don't want to run away. Not again.

Yang: I get why you did. I forgive you, Blake. We deserve our own lives, too. Maybe someday, our own families.

Blake turns to Yang with shining eyes.

Blake: And... who would you do that with?

Yang shrugs.

Yang: Someone I love. I want Ruby to be there, and Qrow, and my dad. Heck, even Raven. All of us. I know it sounds childish, but I really just want to be happy again. Have fun, laugh. I miss that.

Blake: Me too.

There's a pause. Blake takes off Yang's jacket and starts wrapping bandages around her wounds. Even after Jaune's healing, her back is pretty messed up.

Yang: And what about you Blake? What are your dreams?

Blake: I... (she hesitates) I want to continue to help the Faunus. Make sure no one becomes another Adam, another victim. I'll never stop fighting for justice, not ever again. I want our children to live in a world where they can just be themselves without fear of getting branded as a beast.

Yang: Our children?

Blake: (yelping and blushing furiously) Ahhhh not like, you and me or anything! Haha, no I um, I meant like, just our future kids, SEPERATE kids! If we even HAVE any, not together of course but like, um...

She bites her lip. Yang laughs.

Yang: Thanks. I needed that.

Blake's face is red, but she manages to smile. She finishes nursing Yang's injuries and returns to her side. Yang rests her head on Blake's shoulder.

Yang: (closing her eyes) I want you in my future, too.

Yang intertwines her fingers with Blake's and falls asleep. Blake is frozen there, feeling Yang's heart beating steadily. Blake grasps Yang's hand tighter and takes in a deep breath.

Blake: (whispering to Yang) I love you.

Gently, Blake detaches herself from a sleeping Yang. She stops at the door, looking back at her sleeping peacefully, and smiles. With that, Blake heads out to join the fight.

Outside, and Ren, Nora, and Jaune are fighting Neo with Neon and Flynt. Elm and Vine are still fighting Hazel. Qrow is standing in the middle of the field. He punches a Grimm and kills it. Suddenly, Qrow spots Harriet still engaged with Tyrian. His eyes flash red, anger rooted in every fiber of his being.

Qrow: (screaming) YOU!

Qrow races forward and takes a swing at Tyrian. Tyrian laughs like a maniac and leaps out of the way, resting on his tail. Qrow takes a stance next to Harriet. Harriet gaps at him.

Harriet: Qrow?

Tyrian: Well now, if it isn't the criminal mastermind himself! Howdy partner!

Harriet: What is he talking about?

Qrow doesn't respond. Suddenly, Harriet notices Clover's pin on his chest. She gasps. Qrow looks away from Harriet in shame.

Harriet: It's… it's true?

Tyrian: Oh, don't be so modest my boy! Come now, tell her who is responsible for Clover's death!

Qrow: (ashamed) Harriet...

Harriet's eyes grow wide, but she can't let her guard down. She YELLS OUT, runs at full speed, and punches Tyrian. Qrow shakes his head, and charges at him, firing bullets. Qrow screams as he and Harriet continue to fight the Faunus, together. Tyrian is having a BLAST, but Qrow and Harriet, filled with fury, are an excellent and powerful duo.

Blake battles Grimm, defending them from breaching into Atlas academy, and the room with a defenseless Yang. Suddenly, an Atlas student stands beside her, gun drawn.

Student: I got your back-

He notices her Faunus ears. Blake has no time for this discrimination.

Blake: Are you going to help me or not?

The student gulps, but then his eyes narrow in determination, and he nods. The two battle Grimm together.

On all the screens in the world, everyone on Remnant can see as Salem bursts into Amity Arena. Oscar is standing in the center of the floating stadium, awaiting her arrival, calm and collected. Salem flies directly at Oscar, claws outstretched. She grabs him by the head and raises him into the air for all to see.

Salem: My dear Ozma, how long has it been now?

Oscar: (through grit teeth) I. Am. Not. OZ!

Salem: You can keep lying to yourself all you wish, but your fate is inevitable. Within time, the two souls within your heart will intertwine and become one.

Oscar: Not. Yet!

Oscar kicks Salem and he falls to the ground. She's toying with him of course, with a look of amusement on her face. Oscar dodges her (purposefully weak) magical blasts and hides behind a pillar, clutching Oz's cane tightly to his chest. He's breathing deeply and sweating, his confidence gone.

Oz: (a voice in Oscar's head) Oscar, this is my battle. Please, I do not want you to get hurt.

Oscar: (weakly but attempting to laugh) THAT'S your ex? Creepy...

Oz: (slight chuckle) I'm afraid so. But she wants me. I won't allow you to take the hit for us. I must face the consequences of my past. Please.

Salem: (calling out) Come on out Ozma! We are not playing hide and seek! What are we, children? I would like to think you've matured a little by now.

Salem blasts a column to bits, the one next to Oscar. Oscar ducks and covers his head as debris fall around him.

Oz: Oscar, my cane. There's magic stored within; kinetic energy I've been building up for lifetimes. Use it.

Oscar hugs the cane to his chest. Time is ticking.

Oscar: Every time we use magic, I can feel us merging faster…

Oz: (regretfully) Yes...

Oscar: I... I don't want that.

Oz: I know. (pauses) I'm sorry.

Oscar closes his eyes as he hears Salem calling out Oz's name. He grits his teeth, then opens his eyes. They narrow in fresh determination and Oscar stands. He grabs the cane and swings it around badassly.

Oscar: But we don't always get what we want. And if I'm not going to be around for much longer, then I can at least do something with the life I've got left.

Oz: Yes.

Oscar steps out from behind the pole, turning to face his foe in the sky.

Salem: (looking down at him) Well now, I see you're braver than I believed. But you are still hiding, Ozma. How much longer will you use the body of a boy as a shield? Do you honestly believe that will stop me from reaching you?

Oscar: (raising his cane at Salem) I'm not going to let you touch him! Or anyone else! This ends here!

Salem yawns, bored.

Salem: I'm not interested in your self-righteous claims of heroics, boy. I WANT OZMA!

Oscar: BUT YOU'RE GETTING ME! SAY MY NAME!

Oscar grips the cane tightly, and sparks of green magic swirl around it. The colors reflect in Oscar's eyes; he's mesmerized by its beauty. Shaking his head, Oscar points the cane at Salem like a magic wand. Salem swirls her hands around and weaves together a ball of magic. She waits.

Salem: (raising an eyebrow) And why would I possibly concern myself with a mere child? There are millions of you in this world. Useless, replaceable, unimportant. You are no different. Do you understand how long I've lived? How many children I've seen grow old and die before I even aged a day? What makes YOU, Oscar Pine, any different than them?

Oscar: Whether I like it or not, I host Ozpin. He was brought back to this life to stop you. My purpose is to protect him, until he's ready to finish you off for good. If you want Oz, you need me. (He stretches out his arms) So take it!

Salem lets out a scream and appears in front of Oscar within half a second. Oscar creates a green shield with Ozpin's magic. Salem bangs on it, and after a moment, the shield shatters. Green shards fall all around Oscar. Once again, all of Remnant watches this scene unfold before their eyes. Everyone can see Salem out in the open, who she really is and what she looks like. Who they're all up against…

And the brave boy fighting her single-handedly.

Oscar wacks Salem in the stomach with the cane. Salem fires magic after magic at the boy. He deflects them with green balls. Oscar is mostly going on defense while Salem is on offense. Eventually, Salem grabs Oscar by the feet and dangles him high in the air. She punches him. Oscar's lip bleeds, the cane flying from his hand.

Oscar: (spitting out blood) You can't kill me. You still want to talk to him.

Salem wraps Oscar in her smoke clouds and pulls him close to her face, until their noses are nearly touching.

Salem: (absolutely pissed) Why. Do. You. Keep. Coming. BACK?!

She flings Oscar against a pole. His Aura starts to falter and he drops to the ground, dangerously close to falling off the edge. Above them in the open air, ships fly in to help, but flying Grimm take them down before they can even get close. Oscar clammers to his feet, using the wall for support. He watches the ships explode in the sky like dying stars.

Ozpin: Oscar!

Oscar: Shut up!

Oscar wipes the blood off of his face and glares at Salem. He's beyond angry.

Oscar: (shouting) Why do you feel the need to take your hatred out on the innocent? What purpose would that serve you besides more pain? Do you really believe you can challenge the Gods and come out alive? What is wrong with you!?

Salem: Foolish child! I don't want to defy them, I already am! I just want to DIE!

She shoots out a large chunk of dark magic. Oscar gets shot down by the powerful blast and he smacks against the pole again, Aura finally breaking. The whole world gasps in unison.

Meanwhile, Marrow has entered the computer room. On the dozens of screens in the room, he can see Oscar fighting Salem. Marrow tries to ignore this as he looks at the people in the room. He sees Cinder crying in a chair and Watts closing Penny's compartment, finishing the hacking.

Watts: (dusting off his hands) There, that should do the trick. You can have your little puppet.

He stops when he notices Marrow. Cinder stands up, but before the two can react, Marrow points at them and snaps his fingers.

Marrow: STAY!

Cinder and Watts freeze in shock, due to Marrow's Semblance. Marrow goes over to Penny laying on the table and shakes her shoulders.

Marrow: Come on Penny! We have to get you out of here!

Suddenly, Penny's eyes fly open, but they're RED instead of the usual green. Marrow yelps and jumps back, pulling out his weapon. Penny flies straight up, looking directly forward with unseeing, red eyes.

Penny: (in a monotone voice) I must open the Vault and self-terminate.

Marrow tries to stop Penny, but she pushes him aside and takes off. On the ground, Marrow points up to her.

Marrow: STAY!

Penny freezes and falls to the ground, her eyes blinking furiously. Marrow tumbles to try to catch her, but before he can, Cinder (now unfrozen) shoots out fire and knocks him down. Cinder picks up Penny and quickly flies her out the room and out of sight.

Watts: (watching them go) Well now, a "thank you" would have been nice.

Before Marrow can stop Cinder, Watts shoots at the dog with his gun, and Marrow falls. Marrow gets up, clutching his side. He tries to point his finger at Watts to use his Semblance, but Watts has already disappeared.

Watts: (just his voice) That little parlor trick won't work on me, puppy. Relying too much on one's Semblance can only drag you down. Oh no. I haven't the time to spend searching for my own. There are far more practical and efficient methods to eliminate my foes.

Marrow spins around, looking for the source of the voice. He can't find it, and Watts fires another blast from the shadows. Marrow dodges it. When Watts fires again, Marrow uses his Semblance on the bullet.

Marrow: STAY!

The bullet freezes in mid-air and drops to the ground, shattering. When Marrow's not looking, Watts leaps out and kicks him down. The two engage in a fight.

Meanwhile, Ruby is running alone through the abandoned corridors of the Amity tower. Her footsteps echo. When Ruby turns a corner, she runs smack into someone. Ruby draws her weapon, but then she sees it's General Ironwood, pointing a gun at her. When the two see each other, they lower their weapons. It's awkward.

Ironwood: Miss Rose, are you alright?

Ruby: Er-yes. I'm fine. (she notices his missing arm). Um, what about you?

Ironwood: Nothing I can't handle. I suppose you are here to face Salem as well?

Ruby: (determined) No. I'm here for Oscar.

Ironwood: (smiling sadly) As it should be. Now come, we cannot delay.

The two run down the corridor together, not speaking. Ruby wants to say something, but she's unsure exactly WHAT to say. They can hear the blasts of magic from the scene a few doors down, and watch part of the fight on their scrolls as they run. Oscar has gotten up and tried for his cane, but Salem kicks it further away and is headed straight towards him. Oscar tumbles to the ground, weaponless.

Ruby: (at her scroll) NO!

Ironwood: (looking straight ahead) I won't let that boy suffer any longer. This ends today.

Ruby: (pocketing her scroll) B-but, Salem can't be killed! We have to find another way!

Ironwood: Thanks to Oscar, I know that.

Ruby doesn't say anything once again. Ironwood and her round a corner and appear before the closed door to the tournament room, where Salem and Oscar are fighting. They stop at the door, knowing what they'll face inside.

Ruby: (weapon at the ready) Well, this is it.

Ironwood: Miss Rose, you don't have to do this. If it is too much, too great a risk, I implore you. You can leave.

Ironwood turns to Ruby and places a hand on her shoulder. She looks up at him.

Ruby: (meekly) Are you scared?

Ironwood: Yes. More than you could ever know. But in the face of fear, I nearly became the very thing I wished to destroy. I almost lost myself to that emotion. It consumed me, and I was too weak. Ruby, I admire the courage that you and your friends exhibit. That is precisely why I made you all Huntresses.

Ruby: (shaking her head) I never deserved to become a Huntress. I'm a fraud, a liar, a bad friend. I tried to save everyone, but it didn't work. Nothing has changed! I'm… I'm so lost.

Ruby starts crying. Ironwood's hand flinches and he slowly removes it from Ruby's shaking shoulder, unsure of what to do. Suddenly, Ruby throws herself at Ironwood and hugs him tightly, sobbing into his shirt. Ironwood is speechless, not expecting this. After a moment, he wraps his remaining arm around the little girl and holds her tight. They stay like that for about a minute, Ruby crying silently. Finally, they break apart, Ironwood teary-eyed. Both of them really needed that hug. Ruby wipes her eyes, looking at the floor in shame.

Ironwood: I'm sorry. For everything.

Ruby: (sniffling) Me too. I really am just a child.

Ironwood: That, is true, but it is nothing to be ashamed about. You may be young, yet you bear a heavy weight that most Huntsmen could never even conceive. It's admirable, Miss Rose. Truly. The next generation is in good hands.

Ruby smiles and cocks her weapon.

Ruby: Then let's make sure there will be a new generation. Together.

Ironwood nods, and he opens the door. The two enter into the stadium, where Salem is grabbing Oscar in a tentacle-like cloud of smoke. She still holds him down as she turns and sees the new arrivals. Ruby wastes no time as she propels herself forward with a gun blast. She swipes at the cloud of smoke and severs the connection. Oscar falls and leaps over and grabs his cane. Ruby lands next to him with her Semblance, helping him to his feet.

Oscar: Ruby! James? What are you doing here?

Ironwood: (walking over to them) We're ending this.

Oscar nods, and he readies his cane. Ironwood swirls his white gun (which he reloaded) around and points it at Salem. Ruby swings her scythe like the badass that she is and loads another bullet. The three of them stand together as Salem floats a few inches off the ground. She tries to smile, but she's still agitated, veins pulsing.

Salem: (laughing as she leers down at them) Oh my! And here I thought you three were enemies. What a shame. I was looking forward to watching you tear each other to pieces. Must I do everything?

Ruby: (bravely) You tried to divide us, but it didn't work! We're stronger than that, and you know it.

Salem gasps as her eyes fill with rage and she screams a blood-curdlingscream. Ruby yells out loud and launches at Salem. Ruby cuts her right in half with her weapon. Salem regenerates, but Ruby continues to attack and use her Semblance to avoid Salem's magical blasts. Salem becomes infuriated even more. Ruby's like a bug, impossible to swat and never leaving, irritating Salem to no end.

Ruby slices off Salem's arm, her silver eyes twinkling with pure hatred.

Ruby: That's for murdering my mom!

Salem: (as her arm respawns) Who says I killed your dear old mother? Don't you even want to learn the truth?

Ruby hesitates for a moment, before steadying herself and continuing to fight. Oscar and Ironwood join, and the three of them battle the witch for the whole world to see.

Ruby: There's nothing you can say to ever make up for what you did!

Blake watches the scene on the large screen with petrified eyes, ears back, while Grimm close in on the entrance to the school. Tai Yang is sitting on his couch with his hand over his mouth, terrified. Robyn watches the fight as her and May are evacuating people from Mantle onto ships. Qrow is frozen on the battlefield, as Tyrian lunges for him.

Qrow: Come on kiddo!

Harriet kicks Tyrian down and shakes Qrow's shoulders.

Harriet: Focus, Branwen! We have to focus!

She stares up at the screen and watches Ruby spin her weapon around.

Harriet: Prove you're fast, kid.

After a fierce battle, Salem knocks Ironwood down and completely shatters his metal leg. Now, without an arm and the opposite leg, Ironwood is bleeding badly on the ground, unable to move well, if at all. Oscar starts towards him, but Salem knocks him down too. Ruby is knocked down as well, her weapon falling off of the tower. She screams as she reaches for her scythe, but it's gone. Crescent Rose fell down below into the night, and Ruby's weaponless.

Salem pays no more attention to her or Ironwood. She shakes Oscar like a doll. She throws him down again. And again. His cane is right next to him, but Oscar is now too weak to even lift his hand to get it. Oscar collapses onto the ground beside Ironwood. Ironwood aims his gun at Salem, his hand shaking. Ironwood blasts her again and again. None of his shots do any damage, even though they were direct hits. Salem dusts off her shoulder.

The world holds its breath.

Ironwood: (calling over his shoulder to Oscar) Oscar, it's ok. Everything is going to be ok.

Oscar: No it's not!

Oz: (inside Oscar) Please Oscar. Let me do this.

Oscar: (in pain, barely able to talk) No, this is what she wants! I won't let you!

Oz: This isn't about that. It's bigger than you, than me, than all of us. Oscar, you're not strong enough.

Oscar: (trying to get up) I am!

Oscar falls down again. Ironwood watches him sadly, arm outstretched protectively. Ruby is standing on the opposite end of the arena. She runs towards the two with her arm reaching out to them, but Salem turns and glares at Ruby. Ruby is knocked back by an invisible force simply by Salem LOOKING at her.

Oz: Oscar, you're not. You're not strong enough. Rest, gather your strength. I can take it from here.

Oscar: (barely above a whisper) But, I feel if you take over now, I won't be able to come back.

Oz: Well then, the choice is yours.

Oscar's eyes widen as Salem comes closer to him, hand open wide and holding dark knives that she conjured. It's as if she's going to slice open Oscar to get to Ozpin!

Salem: If you won't come out willingly, then I'll have to cut you open myself!

Ironwood pushes Oscar back, until he feels a hand on his shoulder. Ironwood turns around and sees Oscar standing. Oscar smiles at Ironwood and nods to him as if to say "I can take it from here". Oscar uses the cane to walk, limping, bruised. Ironwood tries to get up, but he can't.

Ironwood: (pained) No.

Salem points her knives at Oscar, who's below her, glaring at her. Ruby sees the scene. She has no weapon, she's defenseless. Ruby runs over to Ironwood, making sure he's ok.

Ironwood: Forget about me! Save Oscar!

Ironwood hands Ruby his normal gun. For some reason, she's a bit apprehensive about holding a simple gun, even though her own weapon, Crescent Rose, can transform into one. Her hands tremble as she takes the gun. Ruby runs up to Salem with her Semblance and blasts her with the weapon. Salem turns to Ruby with her daggers, baring her fangs and looking PISSED. Salem knocks the gun out of Ruby's hands and points her daggers at her. Salem takes a swipe at Ruby and cuts her badly on the arm. Ruby tumbles to the ground but quickly rises. Oscar is on one side of Salem, and Ruby is on the other, her cape blowing in the wind. Salem focuses her attention now on Ruby.

Salem: You know dear child, I wanted you brought to me alive. Same with Ozma, and the General. But now I see that was a dangerous way of thinking. You are far too much of a nuisance to be allowed to live. Cementing yourself into this fight when it's no place for a little girl? Go home.

Ruby: Home?

Ruby holds her ground. In that instant, she thinks about Yang, her father, her mother, Qrow. A home she wants to go back to. A world she wants to see. She envisions a happy world, where team RWBY gets to just LIVE a normal life, without fear, without the Grimm, without fighting and endless war and death and hate. Sunshine, blue skies.

Ruby's eyes well up with tears as she imagines this life, but then the scene in her mind switches to darkness and bloodshed and Grimm. She knows that THIS, right here, is her reality, and that will never change.

Unless she takes a stand against it.

Ruby spreads her legs apart in a stance and spreads out her arms. She glares at Salem, and watches in slow motion as Salem swoops down on Ruby with her evil daggers. Ruby closes her eyes, breathes, then opens them. Her eyes are glowing silver. A radiant light. Ruby's Silver Eyes are the brightest and most powerful they've ever been. When the white light clears, Salem is gone. All that's left, is a cloud of black dust and remnants of magic.

Ruby breathes a sigh of relief, not believing it. She smiles and cries. However, this success is short-lived, for Salem reappears and lunges at Ruby, who has no time to react due to the surprise and the fact she let her guard down, genuinely believing she had won. However, Salem is missing half her jaw, and her bones are sticking out in odd places. Her dress is ripped and torn, and a dark shadow appears to be following her. Her eyes are hollow, and more veins are visible on her white skin. Ruby's Silver Eyes did significant damage, but nothing can kill Salem.

Salem uses her knives and slices right through Ruby's eyes. Just like what happened to Maria. Ruby's Silver Eyes, are now gone, replaced with bloody scars and gaping holes. Ruby screams and falls back, her hands to her eyes in pain. She staggers, unable to see anything. She's BLIND. And bleeding badly, unable to see, unable to DO anything.

Her world is plunged into darkness.

Oscar runs forward, but Salem raises one bloody hand and clenches her fist as her bones crack. Oscar raises off the ground as his whole body begins to tighten, as if Salem is squeezing him to death with an invisible hand. As she suspends Oscar, Salem turns her target now to Ruby, who cannot see anything and is staggering backwards while screaming in pain, flipping between holding her hands to her face to try to stop the bleeding, or waving her arms around widely to figure out where she is. Salem creates a large amount of energy and points it at Ruby's chest.

Salem: Say goodbye to your precious fairytale world, Ruby Rose. And say hello to your mother for me.

Oscar: (gasping for air) RUBY LOOK OUT!

Salem tosses the ball of magic at Ruby, who has nowhere to run, nor can even SEE the blast coming. Ironwood sees what's about to happen. He pushes himself up and uses the last of his strength to push himself up and half-run half-crawl in front of Ruby. Ironwood hugs Ruby from the front and shields her. The magical blast hits his back and succeeds to shatter all of his remaining metal limbs and parts. He falls to the floor, barely breathing and now more bloody than ever. Ruby is able to figure out what happened. He saved her, taking the damage.

Ruby: NOOOO!

Oz: OSCAR!

Oscar's expression is wide-eyed with fear and shock and sadness. Ironwood is down, barely alive, and Ruby's eyes are gone. There's nothing more he can do. Oscar reaches out a hand, pulls it back, then nods, expressionless. His body is limp in the air as Salem attempts to drag the oxygen from his lungs.

Oscar: Ok.

Oscar closes his eyes, and opens them to a white void. He's alone, and stares around at the space, confused. He looks down at his hands, and sees no marks from the fight.

Oz: Are you ready?

Oscar looks across the angelic plane to see OZPIN, as he looked as headmaster of Beacon. He smiles to Oscar, the two in different bodies.

Oscar: What… what is this place?

Oz looks amused, as if he's never been asked that question.

Oz: A world between worlds, I think. A different plane of existence, trapped between life and death? A constant cycle of decay and rebirth. Of course, that is all I've ever known since I was brought back to life, so that may be a biased take.

Oscar: So… I'm dead?

Ozpin shakes his head, smiling, but a sadness lingers rightfully within his stare.

Oz: No. Nor will you die. You'll live on, Oscar.

Translucent forms materialize behind Ozpin. All his past lives, smiling and waving at him. Oscar takes a step back, clutching his wrist.

Oz: So, are you ready?

Oz extends a hand to the boy. Oscar looks at it, but steps back, suddenly crying, shaking.

Oscar: How could I be? I didn't even get to unlock my Semblance! I… I never wanted to fight. I don't know WHAT I wanted. You took that choice from me.

Suddenly, faint cries of RUBY can be heard. Oscar looks around wildly, but she's not there. He sighs, and closes his eyes.

Oscar: Please. Save her. She saved me. They all did.

Ozpin nods, holding out his hands again.

Oz: I will.

Oscar takes a shaking breath, and takes Ozpin's hand. But then he YANKS it hard, and forces Ozpin to look through his glasses right at Oscar's angry glare. Oscar begins to fade, but he has to get out this last message, eyes bearing into Oz's soul.

Oscar: Stop Salem, so no one else has to suffer our fate.

Ozpin transforms into OZMA, his original form. He nods once to Oscar.

Ozma: Yes. I think I can do that. I have some help this time.

They grip hands. Ruby's voice grows louder. The world fades, and so does Oscar.

In Amity, Ozpin himself awakes. Oz unleashes sparks of golden magic, breaking free of Salem's invisible hold instantly. Ozpin screams an earth-shattering scream, grabbing his cane and running up to Salem. Oz bashes her on the head with his cane and she turns to him. Her eyes spark when she realizes who he is.

Salem: Finally! Took you long enough, my beloved.

Ozpin: (shooting her with magic) You are no longer the woman I loved! You are the woman who killed our daughters, the woman who has brought a dark shadow over this world. The Salem I once held dear died along with me! You should have never tried to bring me back! We could have been reunited in death, but now I fear we will never even get that luxury.

Salem: Save your breath, Ozma! I do not care for you anymore either.

There's nothing left for them to say to one another. The two start fighting an epic magical battle. Unimaginable colors collide with each other as their spells explode. Debris fly everywhere as magic shakes the ground. Ozpin runs along the arena, dodging Salem's spells. He runs up the wall and does a backflip up to Salem, where his cane meets her black hand. Ozpin and Salem are eye to eye, both baring their teeth and eyes burning with rage beyond imagination. Oz kicks out magic from his feet and they hit Salem in the face. She conjures bolts of lightning and creates a storm like that of a maiden. She shoots the bolts at Oz, who shields his body. They've both met their match indeed.

Ruby's eyes are leaking blood. She's losing too much, her head starts to feel dizzy. The loud shouts and bangs from the fight above make her ears ring, but she can't SEE anything. Slowly, Ruby feels her way over to Ironwood. She gasps as she feels all the blood, her own from her eyes mingling with it. Once again, the world sees this happening.

Ruby: Oh Gods, I'm so so sorry General! We can get you to Jaune! We can heal you! We can-

Ironwood: There's not enough time to heal me, Ruby. (he coughs). But you must save yourself. You may no longer have your eyes, but that doesn't mean you can't see the right path.

Ruby: No, I never know the right path to take! Right and wrong, good and evil, it's all just a big jumbled-up mess in my head! I-I can't do this alone!

Ironwood: You're not alone, Miss Rose. You have people to help you, people to guide you. I failed to see that I was surrounded by friends and instead shut off my heart to those who could have helped me. Please, I beg you, do not make the same mistakes I did. But in the end, if I was only good enough to save one life, then I have zero regrets.

Ironwood coughs again. Ruby rips off her red cloak to wrap around his wounds, but he shakes his head. Ozpin looks down at the scene and calls to him mid-air.

Oz: James! I-

Ironwood: I understand why you did what you did. I forgive you. (he turns to glare at Salem). And you. You will not win.

With that, Ironwood closes his eyes and dies. Salem and Ozpin are now on opposite ends of the stadium. Ruby is in the middle.

Oz: Miss Rose, you must go! Return to the Academy and heal your wounds. Leave this to me!

Ruby struggles to speak.

Ruby: I… I can't leave Oscar!

Oz: He's… he's gone.

Ruby cannot cry. She cannot react. It's too much.

She wants to protest.

Ruby: But-

Oz: GO.

Ruby holds her ground, and takes her red hood/cloak that she ripped off and ties it around her own eyes to slow the bleeding, like a blindfold. Oz swings his cane around, and shoots out magic at Ruby. It lifts her up and carries her away. She lands on the ground beneath Amity, hearing what is happening on her scroll but unable to see it.

Ruby: NO!

She starts forward, but trips over Crescent Rose. She cradles her weapon, sobbing and sobbing alone in the snow.

Ozpin takes his cane and lights it up with a surge of unimaginable power. It keeps on building and glowing brightly, more powerful than ever. Salem charges at Ozpin, and he charges back at her. He swings his cane, now ablaze with indescribable magic. The cane is about to explode.

The moment the two lovers collide, there is a blinding burst of golden light as Amity blows up (just like the Whale). The tower, the one built to symbolize peace, explodes as Ozpin throws up a shield on himself. Salem fades away like ash, her livid eyes the last to discintegrate. The tower's power is gone, causing a chain reaction to all the communication towers on the other continents. This is the last thing the people of Remnant see as communications go down world-wide.

Ozpin: Goodbye Oscar... thank you.

Back in Patch, Tai Yang reaches out to his now-static TV, sobbing, hand on the cold screen.

Tai: No no no no! Come back!

Episode 5 - "A Cinderella Story"

The scene switches to Winter and Weiss, who managed to get inside the Whale while the Grimm attacked the school. Winter screams at her scroll, her eyes filling with tears as Amity tower explodes.

Winter: NO!

Winter's scroll goes dark. Winter sobs as Weiss puts a hand on her sister's shoulder to comfort her. Winter sniffs as she looks down. After a moment, Winter wipes her face and looks up, determined. She marches forward ahead of Weiss, her eyes set straight ahead. Weiss stays where she is.

Weiss: Winter...

Winter: (continuing to walk) We have to keep moving. It's what the General would have wanted.

Weiss: Ruby... her eyes... this isn't good.

Winter: Nothing about this situation is good, Weiss. The sooner you accept that, the easier this will be.

Winter continues to march down the hall, which is surprisingly abandoned. There's suspiciously no security within the beast. They're literally in the Whale's intestines. Weiss jumps in the way of her sister, arms outstretched to block her path.

Winter: (through grit teeth) Get out of the way.

Weiss: (not moving) Winter, we can take a break. Don't overexert yourself-

Winter: (growing angry) We don't have TIME to take a break. Every minute we waste arguing is another chance we have at losing this war. Once it's over, THEN we can talk, but for now, we mustn't dwell on matters that we cannot control. On the things we cannot change! And if I am to be... the General now, I suggest you start listening to me.

Weiss: I've always listened to you. But you were the one who told me to follow my heart.

Winter: (taken aback) I… This is not the time for such a discussion! Now come.

Winter pushes past firmly. Weiss is shaken and stands rooted to the spot for a moment, before shaking her head and going after her sister. Weiss pulls out her scroll to try to contact Ruby or the team, but their scrolls are all down. There's no way of communicating, anywhere. The whole world is still.

Meanwhile, Watts and Marrow are still fighting. They stopped after the broadcast ended. Marrow's eyes string.

Watts: Oh tsk tsk. Seems the lovely General has finally kicked the bucket. Such a damn shame, I was hoping to be the one to send him off to hell.

Taking advantage of Marrow's grief, Watts runs for the door. Marrow screams and points a finger at it.

Marrow: Stay!

Watts dodges it.

Watts: (chuckling) I told you, my petit attack dog. That doesn't work on me.

Marrow: I wasn't aiming for you.

Watts reaches the door, but it won't open. He pulls repeatedly at the brass handle, but the door won't budge. It's locked, because Marrow used his Semblance on it, stopping the door in place. Watts curses and turns around, firing his bullet, but Marrow is PISSED, Ironwood and Oscar's deaths the final straw. Marrow jumps down and slices right through Watt's gun. He grabs Watts and throws him down onto the ground, pinning him there with his weapon.

Marrow: So, the great Arthur Watts has finally been outsmarted.

Watts: I surely think not! If you want to lock us in here, then you can perish along with me!

Watts pulls out some Fire Dust from his pocket and chucks it at the wall as hard as he can, which is surprisingly very hard. The wall bursts into flames. Marrow grabs a hold of Watts, making sure he can't leave.

The room begins to burn.

Meanwhile, inside the belly of the beast, where the Lamp is being kept on a pedestal, Emerald and Mercury are standing there guarding it. Emerald is crossing her arms and tapping her foot impatiently. Mercury yawns, bored. The two have been hiding out here all this time.

Emerald: Eugh, I can't believe we have to just STAND HERE, while Cinder is out there risking her life for us!

Mercury: Relax Em, she's not doing this for you. Hell, she's not even doing it for SALEM anymore. That chick is only out for herself.

Emerald: Y-you're wrong! I don't believe you!

Mercury: (shrugging) Fine, stay in dreamland for all I care. But when you're ready to wake up, give me a call.

Emerald looks down, her expression changing from frustration to sadness. Mercury sees this and scratches the back of his head, unsure of what to say next.

Mercury: (sighing) Look, Emerald. Once you learn you're alone in this world, the better off you'll be. With no one to tie you down, you'll have nothing to lose. Nothing to die for. No weaknesses.

Emerald clenches her fists, trying hard not to cry.

Emerald: But then, what's the point of living? Cinder didn't have to take me in, but she did. And she did the same for you! Aren't you grateful at ALL?

Mercury: No, honestly, I don't give a shit. Here with Salem, it's temporary. You seriously think that THIS (he gestures around the room) is where you want to be for the rest of your life? Serving someone else for no reason except blind loyalty and fear?

Emerald: Then, what would you do? If Cinder hadn't found you?

Mercury: I dunno. I don't need a plan, Em. As soon as I see an opportunity, I'm leaving. I don't owe anyone anything. I'm better off on my own. This… It's gotten too big. Even for me.

Emerald's suddenly MAD. She sticks her pointer finger into Mercury's chest. He raises his hands in defense.

Mercury: What-?

Emerald: So then, you don't care about me? And you think you can lecture ME about Cinder!?

Mercury: Woah! I never said I didn't care about you. I just want you to make your own choices, that's all.

Emerald: (gritting her teeth) So say it!

Mercury: Say what?

Emerald: Say that you care about me!

Mercury opens his mouth, then closes it. Emerald's eyes grow wide. But, at that moment, the two Schnee sisters enter into the belly of the Whale. In the center of the room, rests the Relic of Knowledge; the Lamp, floating a few feet off the pedestal. Standing in front of it, Emerald and Mercury bicker. The moment they see them, Weiss and Winter instantly draw their swords, wasting no time. Both sisters are badly wounded already, but do not hesitate to ready themselves for another fight.

Emerald and Mercury look at each other, Mercury smirking and Emerald fearful. They ready their own weapons. Without a word, the two parties of two lunge at each other and begin to fight. Winter is engaged with Emerald, and Weiss is fighting Mercury.

Emerald: (trying to recover from that conversation) Well now, if it isn't the failed Winter Maiden! How does it feel to be replaced by a piece of scrap metal?

Winter: Don't you dare speak of Penny that way! When YOU are the reason she was killed in the first place!

Emerald: Oh yeah, I almost forgot about that! So tell me, what do I need to do to ensure she'll stay dead this time? Or perhaps Cinder has already figured that out?

Winter: What?

Winter summons white birds and they fly at Emerald. Emerald uses her Semblance to mimic those birds, and sends them flying back at Winter. Winter cuts through them with ease.

Winter: Your petty illusions won't work on me!

Emerald and Winter spar. Weiss is going toe-to-toe with Mercury. Mercury swings his leg around and shoots out bullets from the guns in his prosthetic feet. Weiss deflects them, but one hits her shoulder. She gasps and falls back, steadying her weapon. Mercury cracks his neck with a sly expression.

Mercury: How's blondie's arm doing these days? Care to join our squad of robotic limbs?

Weiss: I'd like to keep my appendages, thank you.

Mercury: Ouch. So now you're discriminating against those with physical disabilities? That's low, even for a Schnee. Stick to Faunus discrimination.

Weiss: I have nothing more to do with those sick twisted methods, you grouch.

Mercury: (clapping) Well, CONGRATULATIONS! You've passed the bare minimum requirements for being a decent human being!

Weiss: Then what does that make you?

Mercury: Smart.

Weiss shoots out fire with her Dust and jumps on a glyph attached to the wall. She lunges down at Mercury and swings her sword at him. He blocks it with his legs, smirking. Weiss does a back-handspring and skates around, shooting out moreDust. Emerald is using her chains and captures Winter in their clutches. Emerald then turns into Weiss through her illusions and starts fighting Winter, who breaks out of the chains with her sword. Winter is startled and doesn't want to fight her sister, but does so anyway, knowing it's not really her. Mercury is able to kick Weiss right into Winter's path, confusing the new General. Winter thinks the REAL Weiss is an illusion, and makes an attempt to swipe her sword right through her actual sister. In panic, Weiss does the only thing she can think of.

Weiss: (screaming) JINN!

Everyone freezes as the Lamp begins to float higher and higher. Emerald turns back into herself and Winter falls, getting herself back up. The fourstand there and watch as blue smoke engulfs them all, emitting from the Lamp itself. The blue light is reflected in Winter's large eyes, and Emerald and Mercury stagger around, confused.

Emerald: What's happening?

Mercury: This ISN'T one of your illusions?

Gracefully, Jinn herself rises from the Lamp and appears before the group. Mercury nods his head in approval at her appearance, and Emerald rolls her eyes. Winter's eyes are wide in amazement and utter shock. Weiss is breathing heavily, still trying to recover from all the fighting, and almost getting stabbed by her sister. Jinn lets out a giant yawn before surveying the crowd and noticing Weiss. Jinn crosses her arms as Weiss sweats.

Jinn: (slightly pissed) Well now, you better have a question for me this time. I am not to be called upon whenever you've run out of time, you know.

Weiss: Yes, I'm sorry Jinn. I just-

Jinn: Needed a quick save? That is not an excuse. I will not leave until you have asked a question.

Weiss hesitates, thinking quick on her feet about what to ask. She hadn't prepared for this! The last question of the century. Just when she opens her mouth, Emerald steps up and butts in her way.

Emerald: Does Cinder care about me?

Weiss slaps her forehead as Mercury's expression changes to shock. Emerald is determined and Winter is glaring at Weiss for not being quick enough. Winter, Weiss, Mercury, and Emerald have come to an unspoken truce to stop fighting and listen to Jinn. Jinn nods once at Emerald's command, and the whole room changes before everyone's eyes.

Jinn is no longer there, but the four others are present, looking widely around at one another and their surroundings. Emerald is FREAKING OUT, whereas Weiss has traveled through memories with Jinn's abilities before, but is still mesmerized. Winter stands protectively in front of Weiss as Mercury crosses his arms in the corner.

The group has been transported to a farmhouse orphanage. A little Faunus girl around 10 years old with wolf ears and black hair in two tight buns is being bullied outside in the mud of the farm. Bullies (humans) push her into the mud and laugh at her. One of the bullies throws a scrap of bread at her face. The girl scurries to pick it up, clearly very hungry.

Bully: (laughing coldly) That's right, eat off the ground, just like a mangy mutt. But wait, that's exactly what you are! Cinder.

Emerald gasps with her hand to her mouth. They watch as the kids kick CINDER, the Faunus, and pull her wolf ears. Cinder tries to eat her food, but it gets knocked out of her hands. She grows angry, and starts beating up the kids. They scream and run away as the mistress of the orphanage comes outside.

Bully: (hiding behind the woman and pointing) She attacked us Mistress! She tried to bite us!

Cinder: (scared, ears back) I didn't! They started it!

Mistress: Cinder, you know the consequences for such actions! No meals for three days.

Cinder gets thrown into a cage and gets chained to the wall. Kids laugh at her and tease her, throwing rocks and pebbles through the bars. Cinder retreats to the dark corner and curls up in a ball, whimpering.

Bully: Stray dogs like you need to be put down!

The scene switches to Cinder getting "adopted" by a rich woman. She takes Cinder by a chain attached around her neck like a leash and drags her into her fancy Atlas hotel. A sign outside says "No Faunus". As they walk through the golden halls, Cinder gazes in awe at the beauty of the room. The woman tugs at her collar for her to keep moving, and Cinder looks down. They enter into the dirty kitchen. Two young girls around Cinder's age are present, and they cross their arms and smirk at Cinder.

Sister #1: Ooh! A new pet!

Woman: (to Cinder) You are to clean the floors, the bathrooms, and serve our guests upon their command. There will be no breaks or eating until the entire venue is spotless. Any mistakes, and you'll wish you've never been born.

Cinder: (bowing) Yes ma'am.

The woman attaches an electric collar to Cinder. She presses it and Cinder gets zapped. Cinder screams in pain. The two girls laugh at the scene. They are the woman's daughters. After being electrocuted, Cinder points to some fruit on the counter.

Cinder: (choking) F-food?

The woman and the girls laugh again.

Woman: I TOLD you, only when the work is done! Now get moving, unless you'd rather be punished again.

Her hand hovers over the controller to the collar, and Cinder flinches. Weiss and Winter exchange pained glances. Emerald's eyes water, and Mercury reaches out a hand for her, but thinks better of it and retreats back to the side.

We now get a montage of Cinder cleaning and serving the rich Atlas elite in the hotel. One time, one of the rich men dining there trips Cinder as she's waiting on them. Cinder falls, causing food to fly everywhere. The men laugh, and Weiss sees that her father (in his 20s) was the man who tripped Cinder. Weiss is not surprised, but it still hurts to see. Winter scowls and clenches her fists. Emerald and Mercury are speechless.

Cinder gets blamed for this mishap, and gets zapped again and beaten. Cinder lies on the floor as the woman steps over her, holding the bat she used to beat her with.

Woman: Without me, you are nothing.

Cinder: (panting) Without you, I am nothing.

Woman: There are those born into this world deserving of higher powers. And then there are others, whose purpose is to serve the few lucky ones. Your place, Cinder, is here, serving the worthy.

The two daughters walk in, each holding scissors and smirking. Cinder backs up, scared and weak. The girls each grab one of Cinder's wolf ears, and without hesitating, slowly slice them off. Cinder screams in pain as everyone laughs at her agony. Each sister rips off one animal ear as Cinder's head bleeds. She tries to cover the wounds with her hands, but there's so much blood.

Woman: We've been receiving complaints about a Faunus worker. My customers do not wish for their stay to be tainted by the sight of such a pest. Removing that part of you, will please them even more, as it does me.

She grabs Cinder by the throat and pins her against the wall.

Emerald: STOP!

But she can't do anything.

Woman: But always remember what you really are, deep down.

She whispers in her ear as Cinder's eyes dilate.

Woman: Unworthy.

The scene switches now to years later. Cinder is around 15 years old. As she's cleaning the floors in the kitchen, the stepsisters come in and start muddying them up with dirty boots. They laugh and point at Cinder. Cinder glares at them and continues to mop.

Sister #2: What? Not going to fight back and give us rabies?

The girls kick Cinder into the cabinets, and silverware clatters to the ground. One of the girls picks up a knife.

Sister #1: If only we still had those disgusting ears to pull! I suppose the only logical thing to do is to remove the ears you've got left.

Sister #2: (clapping) Oooh yes! That's what you get for trying to attack us.

The sister with the knife advances, leering at Cinder. Cinder looks widely around for a way to escape, but she can't find any. She picks up a knife from the ground too and points it at the sister.

Cinder: Stay back!

Sister #1: (laughing, unfazed) Or you'll what? You don't have the heart!

Cinder pauses for a second as the sister gets right on top of her. The sister cuts Cinder's cheek. Cinder screams, and stabs the sister right through the chest. The girl falls dead. Cinder raises, breathing heavily, as the other sister screams and starts down the hall. Cinder leaps onto the remaining sister and stabs her face multiple times until she is dead.

Cinder rises, covered in blood and staring at the dead bodies before her. She starts crying, unable to believe what she's done. Cinder takes a step back, gazing down at the bloody knife in her hands. She drops it, shaking and crying, her hands to her mouth.

Cinder: What have I done?

Suddenly, the woman comes barging into the room. She gasps at the scene, seeing her two dead children. Before Cinder can stop herself, she lunches forward and grabs the knife again. The woman keeps on pressing the button to Cinder's electric collar. Cinder gets electrocuted again and again, but she keeps moving forward and fighting the pain, used to it by now. She grabs the woman by the throat, knife to it. Cinder sobs as her face gets zapped repeatedly.

Woman: (choking) Without me, you are nothing!

Cinder: (tears running down her cheeks) But because of you, I am everything!

With that, Cinder slits the woman's throat and kills her. Cinder steps back, still crying, and looks at the three dead bodies. She killed them all in less than a minute. Not knowing what else to do, Cinder runs away.

Cinder stops in front of the full moon on the deserted streets of Atlas. She's panting, her hands on her knees to catch her breath. She gazes up at the moon, unsure of where to go or what to do. One last tear falls down her bloody cheeks. Cinder sniffs and wipes her eyes.

Cinder: I'll make them sorry. Everyone.

The scene now switches to about 5 years later, where Cinder is around 20 years old. It's nighttime, and Cinder's walking alone through a dark, deserted world, far away from civilization. As Cinder steps through the dying grass, bugs and ashes fly off the dusty ground, as if the world is crumbling by her feet. Dead trees linger all around. Cinder is in a cloak, hood up over her head. She's looking at an old map in one hand while holding a lantern in another. Cinder lifts the lantern as she approaches a dark cave. Taking a deep breath, she walks forward.

Cinder walks through the cave. She emerges on the other side, where she's taken directly to Salem's lair; the Grimm pool. Cinder gulps as she walks to the edge of the cliff, lifting her lantern and gazing down into the dark waters below. Grimm are everywhere in the eerie wasteland below her feet, also flying through the purple/red skies against the broken moon.

Salem: (a voice behind her) It is unwise to venture so far alone.

Cinder spins around and sees Salem herself standing behind her. Cinder breathes in fear, before dropping to her knees and bowing, lowering her hood and setting down the lantern. Salem raises an eyebrow.

Cinder: Oh great one, I have heard rumors of your existence, and never once doubted them. My name is Cinder Fall, and I beg you, teach me your ways.

Salem steps closer to Cinder. Cinder looks up, but Salem kicks her. Cinder gasps, tumbling and now dangling off the edge of the cliff, holding on with one hand for dear life. Cinder looks down at the Grimm pool as Salem steps on her hand. Cinder winces and looks up at Salem's kind face.

Salem: So, you've come for a piece of my powers? You wouldn't be the first, but I've never seen someone so young come to claim my abilities before. I applaud you, Cinder, but if you really want to be like me, you must first embrace the darkness below and know true suffering.

Salem steps on Cinder's fingers harder, breaking several of her bones. Cinder struggles to hold onto the ledge. She lifts her other hand up to the cliff for support.

Cinder: I've already suffered, your grace! Believe me, I've suffered. I want revenge; revenge on the human race for what they've done to me! And in order to do that, please, I need some of your powers! I'll do anything! I'll serve you forever! Whatever you want!

Salem appears suddenly amused. She releases her hold on Cinder's hand, and Cinder pulls herself back up on the cliff with great effort. Cinder sits on the ground, nursing her knuckles. Salem gazes down at her, like a human would to a new puppy.

Salem: So, you too wish to see the end of humanity? I can give you what you seek.

Cinder: (eyes growing wide) You can?

Salem: (smiling sweetly) Yes my child. How rude I've been.

Salem places her cold hand on Cinder's head. Cinder flinches, but rises.

Salem: I will teach you how to fight, but in return, you must serve me. I have great plans for this world. Either join me, or suffer evermore.

Cinder: (nodding) Yes, I promise to be faithful. Thank you!

Salem glares at her. Cinder stops smiling and bows her head.

Cinder: Master.

Salem: Good. Now, I suppose you've never had a mother before?

Cinder: No, master. Only a cruel stepmother.

Salem: Hmm, well, I believe times have changed. I am the only living Goddess left among this world of men. Perhaps, I can be your godmother...

Cinder: I'd... like that.

Salem kicks the lantern, and it falls into the pit below. There is no more light. Cinder watches the light leave her eyes, until they're left in total darkness.

Salem: (starting to walk away) Come now Cinder, we have much work to do. You are weak. Without me, you are nothing.

Cinder: Without you, I am nothing.

Cinder starts after Salem. Emerald starts after them, arm outstretched desperately.

Emerald: DON'T DO IT CINDER!

The scene swirls and fades back to Jinn, staring at Emerald in a white void. Emerald has tears running down her face, her expression pure horror at what she just saw. It's just Emerald and Jinn in the void now. Jinn leans down to Emerald, her majestic blue hand on her own chin and smiling in an odd, satisfied way. Emerald gazes at the genie, horrified.

Jinn: She doesn't care about you. She never has. How could she possibly care, when no one's ever taught her how to love?

Emerald shakes her head rapidly, willing it not to be true.

Emerald: Stop it! I love her!

Jinn laughs.

Jinn: It's too late for that, you poor girl. It's too late for a lot of things now.

The scene fades, and everyone is back in the Whale. Weiss and Winter are mortified. Mercury is speechless and honestly rather ticked-off. Jinn waves to Weiss and bows dramatically low.

Jinn: And now, I bid you all farewell. Until next century.

With that, Jinn fizzles back into the Lamp with a POOF. The Lamp goes still and shrinks, losing its light and clattering to the floor. For a moment, no one speaks.

Emerald drops to her knees, hands over her eyes and crying loudly. Weiss and Winter stare at one another sadly, unsure of what to do, as Mercury makes a move towards Emerald, but stops himself once again. Finally, after about a minute of silence and Emerald's tears, Emerald stands and walks to the Lamp. She grabs it forcefully by the gold handle, and, after hesitating for a moment, hands the Relic to Weiss. Weiss doesn't take it.

Emerald: (angrily through tears) Well, what are you waiting for? Take it! This is what you came here for, isn't it? Come on!

Emerald literally forces the Lamp into Weiss' shaking hands. Weiss hugs the Lamp to her chest, eyes wide at Emerald.

Weiss: Why are you helping us?

Emerald: Why are you asking me why? Just get out of here! Before she finds out.

With that, Emerald turns on her heel and runs off down the hall. Mercury looks back at Weiss and Winter, before gritting his teeth and running off after Emerald, leaving them and the Relic. Winter puts a hand on Weiss' shoulder, and Weiss flinches for some reason. They both gaze into the lifeless Lamp in Weiss' hand.

Winter: She's right. Let's get going.

Weiss and Winter set out to exit the Whale. Emerald has already gotten out, and she reaches the edge of the Kingdom of Atlas. Emerald looks down at Mantle, and then off into the distance at the stars and sea. The wind blows through her green hair. Mercury runs up to her side, panting. They're both standing on the ledge of the Kingdom, a foot away from the fatal drop.

Emerald: ( gazing at the sky, choking back tears) You were right. (sniffs) You were right all along. I really am alone. We all are.

Mercury: Hey now, you're going to let some genie tell you how to feel?

Emerald: She didn't need to tell me. Deep down, I already knew.

Emerald turns to look at Mercury. She smiles sadly, her decision made.

Emerald: Goodbye Mercury.

Emerald turns to go.

Mercury: HEY! Don't you dare jump Emerald!

He reaches for her wrist and grabs it tight to stop her. Emerald stops, back to him.

Emerald: I wasn't going to.

Embarrassed, Mercury pulls away and puts his hands in his pockets. There's a silence as the wind continues to blow through their hairs.

Mercury: Then what are you going to do?

Emerald: I need to get away. Far away, so Salem can't find me, at least for a little while. I don't think Cinder will come looking for me, so I don't have to hide from her. I have to figure stuff out on my own. Goodbye.

Emerald sets off along the edge of the Kingdom, looking for a ship to steal or some way to leave the floating city. Mercury looks back at the Whale, then back at Emerald. He pulls at his hair in frustration, then, before he can change his mind, runs after her. The two walk along the edge, setting out to begin their own journey, alone, together.

Episode 6 - "The Final Fall"

After Salem's defeat was broadcasted to everyone, the Grimm have started to retreat Atlas. The Whale ROARS its head, swaying its tail in a sort of signal. Grimm fly away into the tundra, and others try to crawl toward the whale to escape the dying war.

Tyrian stands in the middle of the chaos, cursing at them all.

Tyrian: Do not flee! Not when there's so much more blood to be split-

WHAM. Qrow punches Tyrian hard as Harriet swoops in from behind, running so fast that he falls over from her momentum. Maria swings down with her weapon and knocks his Aura down. Tyrian tries to stab her with his tail, but she retreats back a safe distance away. Maria, Qrow, and Harriet stand around Tyrian in a circle, blocking him.

Qrow: It's over, Callows.

Tyrian grits his teeth at them, but then he erupts into a fit of uncontrollable laughter.

Tyrian: Well now my feathery companion, I see you care more about avenging your boyfriend than saving your niece! (He puts on a baby voice) And to think, she's out there right now, all alone, freezing without her Aura and unable to see. My, what an excellent parental figure you are! Bravo, I say!

Qrow breathes heavily, but then his eyes widen at these words. He takes a step back, and rushes off toward Amity arena without a backward glance.

Harriet punches her hands together, lightning zapping.

Harriet: You won't get away with killing Clover, freak!

She lunges at him, but suddenly Hazel comes racing over. She sees him out of the corner of her eye, and just narrowly skids to a halt and changes direction so he doesn't crash into her. Maria spars with Neo briefly before the latter too flees.

Hazel scoops up Tyrian and luges him onto the whale, Neo skipping behind them. Tyrian salutes them all as Harriet screams from below. They missed their chance to kill him, again.

The Battle of Atlas has ended. Whatever Grimm remainare crushed by the Atlas military. Winter and Weiss reach the mouth of the whale just as it's about to close. Weiss summons a bee Grimm and floats the two of them to ground with it, just as the whale reaches a great high and soars away, carrying the last of the villains with it.

Blake helps Yang walk and brings her out of the school. Weiss rushes over to Blake and Yang, and the three of them embrace in a long, long hug. When they break apart, Yang paces around anxiously, her jacket having been stripped off and her chest bandaged from the wounds Salem pierced through her back. Jaune, Ren, and Nora are sitting together on the steps leading up to Atlas academy. All around the once battlefield, soldiers are getting nursed and healing their wounds, several more having gone throughout the Kingdom to offer aid to burning buildings and struggling citizens. The death toll, is high.

Neo and Flynt sit together off to the side, shoulder-to-shoulder. The remaining Ace-Ops (Harriet, Elm, and Vine) approach Winter and Salute her. Winter salutes them back, before sitting down and clutching her side in agony. Jaune uses his Semblance as best he can to help as many people as possible. No one really speaks.

Soon, Qrow returns, carrying an unconscious Ruby in his arms. Ruby's cape is ripped, with most of the red fabric being wrapped around her eyes, which everyone saw get sliced off on the broadcast. Qrow gently places Ruby down on the steps beside Yang. Yang gasps and cradles Ruby in her arms, her eyes shining with tears.

Yang: Come on Ruby, come on.

Jaune tries using his Semblance. He goes over and carefully undoes Ruby's bloody blindfold. Everyone gasps as they see the scars and cuts all across her face, where her eyes used to be. Jaune manages to stop the bleeding, but the eyes don't return. The scars don't fade.

Jaune: (looking down) I'm sorry, but I won't be able to heal her eyes. This kind of damage is irreversible.

Maria: In time, she will learn to manage. But the journey is not easy.

Suddenly, Ruby coughs, and everyone holds their breath. Ruby tries opening her eyes, but there's nothing underneath. She sits up, rubbing her head. Yang squeezes her so tightly in the biggest hug.

Yang: (crying) I promised I'd come back.

Ruby doesn't hesitate, and instead buries her face into her sister's hair, sobbing and sobbing.

Ruby: Oscar… Yang, Oscar's dead- he, Ironwood… they- I couldn't save them! I-

Yang: You don't have to speak. We know.

Blake falls to the ground by their side, watching the sisters embrace. Weiss is standing, hugging one of her arms tightly as she watches. The Relic of Knowledge is attached securely to her hip. Weiss turns to Winter.

Weiss: I'm going back for him.

Winter nods.

Winter: Protect them. And the Relic.

Weiss: (still holding the Lamp) I will.

While everyone is tending to their wounds and regrouping, Weiss sets out for the Schnee manor. Qrow walks over to Winter, and he sits down beside her. Yang helps Ruby sit up.

Ruby: What about Penny?

Yang: We... don't know where she is.

Ruby: (frantic) We have to go and find her!

Nora: Ruby, she's probably miles away by now. She's buying us time.

Ruby opens her mouth to say something else, but then closes it. She buries her face in her hands, feeling where her eyes used to be. Blake's mouth is slightly open, and her ears are back in sadness. Yang notices.

Yang: (to Blake) What is it?

Blake: (hesitating for a moment) It's... (she looks at Ruby). Ruby almost died today. We're all lucky to be alive. I'm grateful, but I'm also terrified. I never want to feel that fear again. But we will. This is far from over.

Yang: Blake...

Suddenly, Blake's ears spring up and she starts gushing to Yang, forcing eye-contact.

Blake: I love you Yang! I want you to know, in case next time, we're not so lucky.

Yang's eyes grow wide as she looks at Blake, who is blushing deeply and her ears are down again. Blake looks away, but Yang gently lifts Blake's chin so that their eyes can meet. Yang smiles genuinely. The two stare at each other.

Yang: (wet laugh) I was wondering when you'd figure it out. The person I want to spend my life with, is you. I love you, Blake.

Blake gasps in shock, as if she wasn't expecting this. The next moment, the two girls kiss. Even though Ruby can't see, she lets out a cry of joy and starts clapping. Yang playfully punches Ruby's arm and then wraps her arms around Blake as the two continue to kiss lovingly. After several long moments, they break apart, both smiling. Blake is crying.

Blake: (breathlessly) Wow.

Qrow smiles at his niece a few steps away, so happy for her. It's these little moments that mean so much in these dark times. Qrow takes off Clover's pin and looks at it. Winter watches.

Winter: Perhaps luck was on our side after all.

Qrow: (laughing once) I don't know about that. (he looks up) So what now, General?

Winter looks up at Qrow, both of their eyes have tears in them. Winter opens her mouth to speak, but at that moment, Ozpin comes walking toward them, using his cane for support. He appears unharmed.

Nora: Oscar!

She starts towards him, but Oz holds out a hand.

Oz: It's me.

Nora stops in her tracks. She puts a hand to her mouth.

Nora: So does that mean that Oscar...?

Ozpin looks down regretfully. Nora bursts into tears. Everyone gaps at Ozpin.

Ruby: Oscar… he…

She cannot finish once again. Qrow gets up and approaches Ozpin, till he's right up in his face. Oz is expressionless.

Oz: You can hit me if you'd like.

Qrow: You old fool. I'm too angry for even that.

Qrow grabs Ozpin, then embraces him in a long hug. Ozpin is taken aback, but quickly hugs Qrow back.

Oz: Oscar fought till the very end. He was a hero.

Qrow: A lot of heroes fell today.

Ozpin and Qrow walk over to the group on the steps. The Ace-Ops are standing around, not sure of what to do next. All around, soldiers are getting treated and discussing what to do. Suddenly, Harriet seems to notice something.

Harriet: Hold on, where is Marrow?

Winter: He went inside to fight Watts.

Harriet: He did what? Is he crazy!? We already lost Clover, and the General, I'm not going to lose him too!

Winter: Harriet, wait!

But Harriet starts off towards the school, rushing inside. Winter reaches out towards her, but with her speed Semblance, Harriet is already gone.

Oz: Now is not the time to rest. Salem may be gone, but she will return. We have merely hours before she regenerates.

Winter: And we'll have to repeat it all over again...

Ren: (furious) So was this all for nothing? Was Ironwood's death, for nothing? Was OSCAR'S death, for nothing?!

Ruby clenches her jaw.

Ruby: Ironwood died to save me. Oscar gave his life so Oz could delay Salem. From where I'm standing, I owe them both everything.

Yang: We all do.

Everyone is silent. Ruby turns in Oz's direction, although she cannot see him.

Oz: Miss Rose, thank you. For what you did. (he addresses the group) All of you. I realize now, that I should have-

Ruby: Nope.

Oz: What?

Yang: It's ok.

Oz: (startled) Huh?

Yang: I said, it's ok. (she looks at the others, who all nod) We forgive you.

Oz blinks.

Ruby: I understand now, more than ever, why you kept your secrets. We were wrong to treat you the way we did when we found out. We- I, am so sorry.

Ozpin is speechless.

Blake: (speaking up) After what you did, confronting Salem. We saw how much you loved her. I can't imagine having to do what you did to someone so close.

Blake looks at Yang, and the two hold hands tightly, desperately. Oz clears his throat.

Oz: I, well, my wife is gone. She's been gone for a long time. Be that as it may, I should have told you Qrow, about her immortality. Hazel's sister Gretchen, James... at least they could have backed out if they wished, before it was too late...

Winter: (slightly angry) Ironwood wouldn't have stopped fighting, and he didn't. He was a soldier till the very end. It's insulting that you would even THINK he'd ever give up hope!

Oz: (stuttering) Yes, of course. He was far braver than I'll ever be...

There's a silence.

Ruby: How did you beat Salem? I didn't see it, but I heard the explosion...

Ozpin takes out his cane and holds it out.

Oz: I have done many things in my time, gone many places. Within this cane, I sheltered a large chunk of my magic, or at least, what little remained after blessing the Maidens with such powers. Over time, that magic built up and evolved, until it was bursting to get out. Call it interest, if you will. Insurance.

Ruby: Well, whatever it was, you saved us.

Oz: For now.

Silence again.

Blake: Do you think it's true what Salem said? That the whole reason she's doing all of this, dividing humanity, collecting the Relics, burning the world down, is so she can finally die?

Ren: Suicide...

Ozpin looks very upset. He clears his throat and firmly clasps his cane back into place. No one knows what to say. Ruby grabs her hair, feeling down to where her eyes used to be. Yang watches her sadly.

Ruby: If I hadn't lost my eyes, I could… could…

Maria: Ruby, you are so much more than your eyes. You don't need them to be a hero.

Ruby: What if… I never was a hero?

At that moment, a ship flies in, and Robyn climbs off, pushing Pietro. Pietro coughs in succession, before belting to the crowd.

Pietro: Where's Penny?! Where's my little girl?

They reach the others. Pietro gasps when he sees Ruby's eyes. Ruby turns her head away in shame.

Ruby: I… I'm sorry. She-

Jaune: It's not your fault. Penny's a hero, she did what she had to do. Just like you did. You ARE a hero, Ruby.

Ruby doesn't know what to say. She just nods in Jaune's direction, unable to express her gratitude, but he understands. Pietro's eyes fill with tears.

Pietro: I can't let her go again! How can my beautiful daughter becoming a Maidan be the proudest and most afraid I've ever felt?

He sobs. Robyn places a hand on his shoulder, and grimy addresses them all.

Robyn: We couldn't get the heat back on, but everyone's bracing for the worst down there. We might be able to start evacuating Mantle-

However, quite suddenly, there's a huge JOLT beneath their feet, and the city of Atlas begins to slowly fall. It's gradual, but they can all feel it sinking... the ground shakes, their stomachs have butterflies. It's as if they're sinking through quick-sand, very, very slowly. Hardly noticeable, if it weren't for the rumbling…

Winter: The Staff!

Qrow: Shit! Does that mean...?

Winter: It's Cinder. Emerald warned us about her. How could we have been so stupid?

Robyn: (realization) This was their plan all along…

Ruby: Penny!

Ruby tries standing, but Yang pushes her back down.

Yang: No! You're in no shape to fight! I won't let you go.

Ruby: (reaching around and grabbing her weapon) Penny is my friend, it's high time I show her that! I'm not going to let anybody else die today.

Qrow: Kid-

Ruby: I'm going.

Yang: But, we don't even know if Penny is with Cinder!

Nora: She… she is.

Yang gaps at her, then turns desperately to Ruby.

Yang: I… I don't want to LOSE you-

Ruby: (confidently) You won't. I promise I'll come back. Or, you can come with me.

Ruby forces herself to stand, sways a little, then starts off towards the school, feeling her way as she runs. Blake and Yang look at each other, nod, then follow swiftly after their leader. Qrow rolls his eyes and slaps his forehead.

Qrow: My Gods, these kids are gonna kill me.

He starts after them, but Ozpin calls to him.

Oz: Wait! I'm coming too.

Qrow: Like hell you are. You've done enough, old man.

Qrow takes a moment to firmly grasp Oz's elbow.

Qrow: You need REST. Recharge your magical cane battery thing, and be ready when Salem comes back.

Ozpin opens his mouth, then closes it with a nod.

Oz: The password to the Staff. It's "Ambrosius", the spirit within the Relic. Call his name, and he'll-

Qrow: Eugh, great. I nearly fainted at the sight of that sexy blue lady. I don't think a giant naked dude will be much different-

Winter: Qrow!

Qrow: (shaking his head) Ok ok! Ambrosius, got it! So, how exactly do I save Atlas?

Oz takes a deep breath. Everyone watches fearfully.

Oz: Well, when you use the Staff, it will create what the user most desires. A wish.

Qrow: Oh...

Oz: But not just any wish. One locked deep within, the deepest desire of your heart.

Qrow is taken-aback by this. The ground JOLTS again. Nora grabs Robyn's arm.

Nora: Robyn! We have to get the people of Atlas and Mantle out of here!

Ren: I'm with you.

Qrow runs off after the kids. Winter looks at Elm and Vine, the last remaining Ace Ops.

Winter: I'll leave the army momentarily under your command. If something... happens, contact me immediately. Crap, the comms are down. Well, you are soldiers. I trust you know what to do.

Elm and Vine salute Winter.

Elm: Yes General!

Winter nods to them and looks at Oz, then team JNPR (minus the P). She's sad, but she runs after Qrow too. Jaune looks at Ren and Nora, huddled together, then gets up and follows Winter.

Within the school, Harriet bursts down the locked door to the location where Marrow is in. The computer room is covered in fire and smoke, and both Marrow and Watts are badly burned. Marrow is still holding onto Watts, while Dr. Watts is laughing like crazy. Marrow's tail catches fire. Harriet screams in rage and runs forward. She punches Watts HARD, right in the jaw. Harriet knocks him unconscious and Watts goes flying against the wall, falling in a heap on the floor by several computers with black screens. Marrow coughs and falls to his knees, weak and burnt.

Marrow: (hoarsely) Harriet. You have to get out of here!

Harriet: (pissed) Not going to happen! Damn it you newbie, why do you always have to rush in like this? You're in WAY over your head!

Marrow: (laughing) Hey, that's just me I guess.

Marrow's eyes begin to close. Harriet slaps him, crying.

Harriet: You JERK! We already lost Clover, and General Ironwood! We can't lose you too, no matter how useless of a rookie you are! You're my friend!

Harriet covers her mouth at her words, having not meant to call Marrow her "friend". Marrow smiles at her before he closes his eyes. He's still breathing, but barely. Harriet yells and pulls Marrow over her shoulder, lugging him out of the room. She slams the door shut behind her and carries Marrow down the crumbling halls, swaying as the Kingdom slowly falls. Watts burns to death in the abandoned room, surrounded by broken and offline computers. Harriet runs outside with Marrow, who is barely alive himself.

Qrow, Ruby, Yang, Winter, Blake, and Jaune are running down the Academy halls. The city is falling, and all around the walls begin to crumble. The group sways as there's a giant JOLT again. They steady themselves against the wall for support. A moment later, and the party keeps moving.

Blake: So the entire Battle of Atlas... was it just a distraction?

No one answers her.

Yang: Why is it always Cinder Fall? Seriously, what is her problem?

Winter: Cinder was once a Faunus. Weiss and I learned her past when Emerald asked Jinn's last question.

Blake: (stopping in her tracks, appalled) What? What do you mean, "was once"?

Qrow: Not the time kid! We have to keep going.

Blake: But this is important!

Yang skids to a halt and turns back to look at Blake. Winter stops as well and waves frantically to the others.

Winter: Keep going! We'll catch up!

Jaune, Ruby, and Qrow run away. Yang looks regretfully at Blake, before running after her sister. Blake's ears are back as she looks to Winter, the two alone. Blake is mortified.

Blake: (trying to keep her voice steady) What are you talking about?

Winter: (sympathetically) Blake... we saw what happened to her. Cinder was abused by her cruel caregivers, no, captives, who cut off her Faunus parts. I... don't know what to say.

Blake takes a step back, then screams out loud. She tugs at her own ears in frustration. Winter's eyes soften.

Blake: Why?! Why would you tell me this!? I'd be better off not knowing!

Winter: I-

Blake: How can I bring myself to kill one of my own again? One who's been twisted and abused by society beyond repair? But.. I can never forgive Cinder for what she did to Pyrrha, what she's done to Remnant! But, I promised myself... never again. Winter, what do I do?

Winter looks down at the scared, confused girl before her. She takes a deep breath, unsure of what to say. She extends her hands in what she hopes is comfort.

Winter: (slowly) I can't pretend to understand what you're going through. I don't, and I regret that.

Blake: You regret that you're not oppressed?

Winter: No. I regret everything my family's done.

Blake: This isn't about you!

Winter: I know that! I... (she takes a deep breath) Blake. Sometimes, there is only one option, one path to take. You have to weigh your personal feelings with your duty to the world. I can't tell you what to do, but I can tell you to remember your feelings while you carry out what needs to be done.

Blake's yellow eyes grow wide. Suddenly, they hear someone cough behind them. The two women spin around, and they find Jacques Schnee himself, walking towards them, arms raised in surrender. He gasps when he recognizes them.

Jacques: Winter! Oh, thank goodness! Please! You have to help me!

Blake snarls at him. She's absolutely LIVID, fuming with years of pent up rage.

Blake: You're the problem here! People like YOU who make the monsters!

Blake starts towards Jacques, quickly gaining speed. Jacque screams and waves his arms around madly in a vain attempt at protection. Right when Blake is about to reach him, she uses one of her shadow clones and appears suddenly behind the man with her Semblance. Without so much as offering him a backward glance, Blake continues running down the hall towards the Vault. She's going after Cinder.

Winter is left there, staring at her father. It's just the two of them now, standing yards apart.

Jacques: Winter, please! What are these quakes? What is happening?

Winter: Atlas is falling.

Jacques: (starting to sweat) Great Scotts! What am I to do? You have to help me get out of here-!

Winter: I don't have to do ANYTHING. Why should I?

Jacques: Because-

Winter: Oh, be quiet! I'm not going to leave you here to die, as much as I'd like to. Now come on.

Winter grabs Jacques by his lower arm and she starts dragging him down the hall.

Jacques: Oh! Thank you! Truly, you are the best daughter-

Winter: I said, be quiet! I already lost one father today. And as much as I'd love to toss you in the nearest garbage bin and let you rot where you belong, I won't let that happen again.

Jacques: James? Was he really better than me?

Winter: In every way.

The scene switches to Weiss, outside the Schnee manor. She has the Relic attached to her belt protectively. Weiss takes a deep breath, then knocks on the large doors. After a moment, Whitley Schnee opens it a crack, looking out in fear. When he sees who it is, he opens the door a bit wider.

Whitley: (surprised yet timid) It's you.

Before he can stop her, Weiss pushes through the door. Whitley takes a step back, scared, but next second, Weiss throws her arms around her brother and embraces him in a big hug. Whitley is speechless, his arms sticking out in odd angles, as if he's never been hugged before.

Weiss: I didn't forget you.

Whitley is startled. After overcoming the initial shock, he lets out a sigh of relief and hugs his sister too.

Whitley: Thank you.

They break apart, and the siblings head inside the house.

Whitley: You're wounded!

Weiss: (looking at the blood on her skirt) I honestly didn't even notice, but it doesn't matter right now. We have to get mom and get out of here. Where is she?

Whitley doesn't answer, but Weiss knows. The two head to their mom's room, where she's passed out, drunk, on the floor. Open bottles of wine lie all across the room around her, a broken one in her limp hand. Weiss sighs and heads inside. The two support their mother between them and carry her outside with great effort. The ground shakes again, and the giant snowflake logo in front of the Schnee manor collapses and crumbles. A moment later, and Winter docks down in a ship on the lawn. She's driving, and their father is in the back.

Winter: (opening the ship door) Let's go!

Weiss and Whitley pile into the airship with their mom, so that all five Schnee family members are there, finally reunited at last. Several dozen Atlas citizens are also inside the vessel, terrified at the situation. Winter immediately takes off. Weiss holds tightly onto the Lamp in her lap. Whitley looks on curiously. Neither of them speak to their father, who is looking at his kids with an expression they've never seen him show before; guilt. His wife is sound asleep beside him, oblivious. The passengers stare on, some angered, others afraid, but most compassionate.

The scene switches now to about half an hour ago. Cinder is in the Vault's secret location, Penny flying several feet in front of her. Penny's eyes are forward and unseeing, still their menacing, manipulated red. Her feet are floating a few inches off the ground. Cinder marches proudly behind her puppet. She looks around at the vault, taking in the floating rocks and crystals.

Penny reaches the Door to the actual Vault, hosting the Relic within. Penny outstretches her hand, and her eyes light up with green flames. Her hand glows as it touches the door. The door begins to slowly unfold, like a giant puzzle. Soon, all the pieces collapse in on itself, dissolving. Themassive door is now wide open, revealing a grassy world with a bright sun on the other side. Flowers are dotting the landscape. It's open.

Cinder tosses Penny to the side as if she doesn't matter anymore. Penny's eyes close and she tumbles down the steps, falling to the floating platform within the outside Vault. Crystals shine all around them, and floating objects dance around the chamber. Cinder steps through the Door that Penny opened, and into the grassy meadow ethereal plane. A few yards ahead, right before her, is the Staff of Creation, floating above a pedestal. Cinder's eyes shine.

Cinder: Finally!

She starts walking. As she walks, small flowers and little plants twirl themselves innocently around her ankles. Cinder yelps and stomps them away, burning them. She shakes them off and walks towards the yellow light. Soon, she's directly in front of the Relic of Creation. Cinder reaches out, and grabs the Relic. The Staff enlarges in her palm.

Cinder: (smirking) So, Penny was useful after all, hmm? And I suppose Watts was handy in the end, digging into her memory banks and discovering the Staff's password. Perhaps Penny was more to Atlas than a little passion-project, if she knew such classified information... but no matter. (she clears her throat) Ambrosius!

Blue smoke admits from the Staff's gem tip. Cinder raises it high above her head like a torch. The sparkling misty smoke swirls around her, and suddenly a bare, muscular man with gold chains appears in front of her. He stretches his arms high above his head, flowing hair and ripped physique.

Ambrosius: TEN THOUSAND YEARS! Will give you such a crick in the-

He stops when he sees Cinder.

Ambrosius: Well now! You're not Ozma. I dare say, you look quite evil! Have I been stolen? Is this the end?

He looks around widely. Cinder rolls her eyes and slams the Staff's end on the ground once to bring his attention back to her.

Cinder: Silence! I am your master now! And I command you, grant me more POWER!

Cinder spreads her arms out wide and closes her eye. When nothing happens, she opens her eye, very irritated. Ambrosius laughs and pats Cinder's head, but the force of his affectionate tap causes her knees to give way. Cinder falls.

Ambrosius: Haha, oops! Sorry there little lady!

He helps her to her feet, but Cinder pulls away and glares at him.

Cinder: Why won't you do as you're told?!

Ambrosius: Ok ok ok, hold on now. (he waves his hands to calm her down). First of all (he holds up a finger). I can't just create whatever you ask.

Cinder: But, that's your whole fucking NAME. The Relic of Creation?!

Ambrosius plugs his ears.

Ambrosius: LANGUAGE, sweetie, ok? (he uncuffs his ears and holds out a peace sign, grinning) Two. I only create what you most deeply want, within your heart.

He clutches his chest lovingly, and Cinder gags.

Ambrosius: If you'd like to use my powers, you've but to ask for me to grant your heart's desire. But in order to do that, I must first-

Cinder: I JUST ASKED FOR MORE POWER! That's all I want, you little-

Ambrosius swoops down and puts a large blue finger to Cinder's lips to silence her. She tries to talk, but he's muffling her.

Ambrosius: Sweetie, will you please let me finish? Ok, thank you. Now, as I was saying, ask me to take a peek into your heart, and I shall grant what you most truly desire in that moment. A deep, precious wish.

Cinder: (managing to smack his hand away) What is this? A trick?

Ambrosius: (annoyed) Look, my time is money, so can we please hurry this along? The Gods are paying me to be down here, and honestly? It's not a walk in the park. A floating Kingdom! A FLOATING KINGDOM!? WHY that was the Headmaster's deepest desire at the time is simply nonsensical...

Cinder: (not able to take it anymore) EUGH, SHUT UP! Ok fine! LOOK INTO MY HEART!

With that, Ambrosius pulls out a little golden spyglass from thin air. He zooms down to Cinder and looks through the spyglass, directly at her chest. Cinder winces awkwardly. After a few moments, Ambrosius sighs, and the spyglass vanishes. Ambrosius floats back above her.

Ambrosius: Do you wish for me to grant your desire?

Cinder: YES! How hard is that for you to understand? Why ELSE would I summon you?

Ambrosius: Atlas will fall. Are you OK with that?

Cinder: Of course I am! Now hurry UP!

Ambrosius sighs again and cracks his knuckles. He swirls back into the Staff, and there's a blinding flash of blue light. Cinder shields her eyes, and when she opens them, Ambrosius is gone, and the Relic is on the floor. Atlas begins to shake, and starts to fall. However, there's someone else in the room. A woman, with long dark curly hair and beautiful amber eyes. She has a fluffy Faunus tail. Cinder gasps as she sees her, and takes a step back. The Faunus smiles, walking toward Cinder warmly.

Woman: Hello Cinder dear.

Cinder: (softly) What?

The woman reaches Cinder and strokes her hair. Cinder doesn't move; she's mesmerized.

Woman: It's me. Your mother.

Cinder's eyes (her one eye) widen. She looks as if she's about to cry.

Cinder: My... mother?

Woman: Yes dear. It's ok, it's all over. I'm here.

The woman tenderly hugs Cinder. Cinder gasps, stiff. After a moment, Cinder lets her guard down, and hugs the Faunus woman back, crying.

Woman: I love you, Cinder.

At these words, Cinder stops crying. She starts hyperventilating. Cinder screams and creates a fire dagger in her hand. Without warning, she stabs the woman in the back with the hot knife. The woman falls to the floor and dies. Cinder towers over the corpse.

Cinder: (shaking) My mother never loved me! She abandoned me alone at an orphanage! This is a LIE! AMBROSIUS!

The Staff lights up again, and Ambrosius reappears.

Ambrosius: Feels like only yesterday I was summoned for my artistry-

He stops when he sees Cinder, and droops, bored.

Ambrosius: Oh, it's you.

Cinder: What is this?! (she points to the dead body) This isn't power! This is a weakness!

Ambrosius: (ticked off) Listen sweetie, my calculations are never wrong. I looked into your heart and this is what I saw.

Cinder: (screaming) That's not true! You're lying!

Ambrosius: (gasping) How DARE you! I gave you what you wanted, you ungrateful- (he stops and rubs his temple) Don't insult the client, don't insult the client...

Cinder: FINE! I don't care, I can get power myself. What I REALLY desire.

With that, Cinder grabs the Staff and wakes it hard against the ground.

Cinder: Get in!

Ambrosius: (rolling his eyes) Anywhere is better than being stuck here with you, you piece of- no appreciation for art, so-

He swirls back into the Relic as he spits insults at Cinder and disappears. Cinder turns and marches out of the Vault, not looking back. Outside, Penny is still on the ground. She's spazzing, her eyes sparking between red, green, and closed. She's trying to fight the virus. Penny screams and grabs her head, but then the red takes over her eyes again and she shakes violently. Cinder stands before her, Relic in hand, expressionless.

Cinder: Within moments, your days will finally come to an end. You should be thanking me; I'm putting you out of your misery.

Cinder reaches out her Grimm arm and opens her claws wide, going to suck the power right of Penny's chest. However, suddenly, there's the sound of gears turning. Cinder looks up, and the elevator to the vault is descending. Blake, Yang, Ruby, Qrow, and Jaune have reached the Vault. The elevator comes to a halt. We're back in the present.

Cinder stands there, holding the Staff in one hand, and Penny in the other. She laughs when she sees the five people before her, and then tosses a twitching Penny to the side carelessly. Everyone draws their weapons. Yang looks at Blake wearily, but Blake's eyes are set, ears back threateningly. She's ready to fight. Yang is worried for her. The group gets out of the lift and faces Cinder in a line. They wait.

Cinder: Well now, what have we here? The new General has sent a small army to attack little old me? Why, I'm flattered. Too bad none of you will make it out of here alive.

Cinder wastes no time in firing at the heroes. Yang pushes Ruby out of the way and uses her hand weapons to launch herself at Cinder. Blake attaches her grappling hook to a floating object and swings over and kicks Cinder right in the side of her face. Blake and Yang battle Cinder together as Jaune charges in, swinging his sword madly and screaming. Qrow turns into a bird and appears right above Cinder, dropping down and shooting her. Cinder breathes fire and creates swords to fight them all off at once, pushing them back with a small explosion. Despite the strength in numbers, it's an even fight without Ruby's eyes.

Ruby feels her way over to where Penny is lying unconscious. Cinder sees Ruby's attempt and breaks free of the group surrounding her, flying over to Ruby and calling out to her.

Cinder: (laughing mockingly) Oh my, look at you! You're NOTHING without your signature move. I have no reason to fear you anymore, not that I ever did. But no matter, you shall die.

Cinder creates a bow and aims the burning arrow at Ruby, but Ruby can hear her coming. Ruby dodges just in time, but the arrow hits near Penny and explodes. Ruby swings her weapon around and uses her Semblance in Cinder's direction. Cinder reaches out her Grimm arm and grabs Jaune and pulls him in front of her as a shield. Just as Ruby is about to attack Jaune with a swing, not seeing him, Blake runs and swings Ruby out before she can hit Jaune by mistake. Jaune bites Cinder's finger and ignites his shield to break free of her hold. Cinder drops him, and Jaune instantly leaps back up and grabs a hold of her feet.

Jaune: Don't you dare say you've forgotten who I am again! I'll make sure you never forget my face!

Cinder: (laughing and looking down) How could I ever forget such an ugly face? It's been unwillingly engraved into my brain.

Cinder's feet ignite with fire, and Jaune yelps and falls. Qrow is flying as a bird and pecking at Cinder's eye. She tries swatting him away, before hitting him with a blast of fire. Qrow transforms back into a man and collapses in a fiery heap on the ground.

Yang: Uncle Qrow!

Yang runs over to Qrow, who has already risen.

Qrow: (through grit teeth) It's ok, I'm ok.

Blake starts fighting Cinder ruthlessly 1 v 1. Cinder drops to the ground and they fight on the platform. Blake is determined.

Blake: I know your pain! I know why you're doing this! You're a Faunus, just like me!

Cinder: (pissed off) I am NOT a Faunus! I abandoned that label long ago. Now, I am much more!

Blake: No you're not! Inside, you're still that same frightened, abused little girl who was born into an unjust world. But I'm going to change that! You can come with me!

Cinder: (laughing as they fight) You can't be serious? It's too late! I can never be redeemed, nor do I want to be! I don't need to be saved! Where were you back when I was suffering alone in that god-damn hotel? (she swings at Blake with the Staff) Where were YOU, when I had to endure the pain of having a part of me sawed off before my eyes? (she hits Blake again with the Relic) Where were YOU, when I was treated like a filthy animal? (she starts spitting out fire in pure rage) And now, after I went through all of that, you think you can come waltzing up here DEMANDING I repent?! Ha! I don't care about the Faunus, and I don't care about you! And I don't WANT to be saved! My only salvation, is more power!

Cinder kicks Blake back and into Yang. Yang helps Blake to her feet as Qrow battles Cinder on his own. Jaune is breathing heavily by the girls' side.

Yang: Blake!

Blake: (determined) I'm not going to let this become another Adam, Yang. Please, understand.

Jaune pants, appalled and suddenly angry.

Jaune: But, she's the one who murdered Pyrrha! SHE did that, it was her own choosing! Not society, but her. I will never accept someone like that! No matter what happened in the past, she doesn't deserve to be pitied!

Blake: That's not true! You don't understand, none of you do!

Jaune rounds on Blake, furious, spitting in her face. Blake does not back down.

Jaune: (voice growing louder) Then MAKE me understand! Look me in the eyes right here, and tell me right now, that if Cinder stabbed Yang, you wouldn't do everything in your power to hunt her down and take her own life for it! TELL ME!

Blake is horrified. She looks over at Yang, whose expression is grim. Yang looks away. Blake is breathing deeply, thinking about everything as she stands taller, weapon in hand. Blake turns to Jaune, but he's already gone back to fight Cinder alone. Yang puts a hand on Blake's back.

Yang: I'm sorry Blake, but Jaune is right. The longer we debate this, the more opportunities Cinder has to take another person we love. It's either her, or us.

Blake: (pained) But, why does it have to be that way?

Yang's eyes fill with compassion. She doesn't want to do this.

Yang: Because Cinder's making us choose.

With that, Yang kicks off the ground and goes off to fight Cinder. Blake is gasping for air, her hand shaking as she looks at her own weapon, the one she used to kill Adam with. She screams and turns back to fight Cinder, who is firing on all sides and repelling them back, her eyes ablaze with Maiden powers. Blake uses an Ice clone that Cinder shatters through. Blake appears behind Cinder and starts lashing out at her, managing to tear her clothing and get through to the skin.

Meanwhile, Ruby has returned to Penny. Penny's eyes open, but they're still red, but Ruby can't see that change. She can sense that Penny's awake.

Ruby: Oh Penny! I was so worried, I thought-

Penny: It is time for me to self-terminate. Goodbye.

Penny begins to shake and rise. Ruby gasps as Penny starts to fly upward. Ruby jumps at Penny and hugs her waist tightly, wrestling to pull her back down to the ground. They're at a stalemate, Penny using her rocket shoes to try to fly away, and Ruby clinging on for dear life.

Penny: (looking down, expressionless) Let go, or you will die too.

Ruby: (loudly and fiercely) I said no one else is going to die! I love you Penny, you're my friend! I'm sorry I was such a terrible friend before, but not anymore! I won't let go, I won't leave you! Fight it Penny! Remember who you are!

Penny: I must open the Vault and self-terminate. That is my destiny.

Ruby: NO IT IS NOT! I refuse to believe that that is your fate! You are so much more than a tool to be controlled for someone else's gain! You're a person with a heart and a soul. You're a hero and protector to those in need. You're a daughter, a fighter, a Maiden, and a friend! You're EVERYTHING to me! And why, is why I'm not going to let you go.

Penny looks down and sees Ruby's broken eyes. They are scrunched shut as Ruby hugs Penny, not letting her slip away. Penny gasps, as her mind starts to fight the virus within. Penny gets flashbacks about her life, and sees scenes with her being friends with Ruby. Back when they first met, when they fought Torchwick, when Ruby and Penny ran away from Atlas guards in Beacon, when Penny told Ruby she wanted to transfer to Beacon, when Penny died and Ruby cried, when Penny was rebuilt, her dad's overjoyed face, Ironwood telling her about Salem, when Ruby and Penny reunited, when they hung out together at Robyn's election party, when Penny became the Winter Maiden a day ago.

As the ground gives a JOLT again, and Atlas sinks ever lower and now faster toward its fate, Penny's eyes blink rapidly, and they turn back to their normal lovely green. Penny looks down at Ruby and gently lowers herself back to her friend's side. Penny stands in front of Ruby, who's still hugging her waist tightly and bravely.

Penny: SALUTATIONS!

Ruby: Oh, Penny!

The two embrace each other hard. Cinder is too occupied fighting the others to notice. They pull apart, and Penny peers innocently into Ruby's scarred face.

Penny: What happened to you Ruby? Are you in a lot of pain? Is there anything I can do?

Ruby: (laughing lightly) I don't think there's anything anyone can do for me, Penny. But there is something WE can do. General Ironwood died to save my life. Oscar merged with Oz to stop Salem.

Penny's hand flies to her mouth.

Penny: Oh...

Ruby: Which is why, I want to repay that sacrifice. By saving you, and the Staff of Creation.

Penny nods once, hands now on her hips.

Penny: Then let us ensure it is safe! Ruby, can I ask you a question?

Ruby: (laughing weakly) Anything Penny.

Penny: Are you combat ready?

Ruby: (smirking) I was born ready, baby!

Penny takes Ruby's hand and guides her towards Cinder. Cinder spins around and sees the two of them together. Penny creates her robotic swords, and stabs Cinder in the back with one as Ruby uses her weapon to chop off Cinder's Grimm arm. Cinder screams in pain as her arm disappears. She reaches into her back and pulls out Penny's sword. Cinder turns to Penny, gritting her teeth and nostrils flaring, somehow still grasping the Staff.

Cinder: Bad robot!

Something inside Penny SNAPS, and her eyes blaze with Maiden Magic, stronger than it's ever been.

Penny: I AM a robot, but I do NOT belong to you! Give me that Staff!

Penny swoops down and unleashes shards of ice at Cinder. They skid against Cinder's shoulder. Cinder staggers back as her Grimm arm struggles to regrow. A giant ice storm starts to sweep around the entire room, as snowflakes dance around Penny. She points the blast of icy magic at Cinder. The others stand below, shielding their eyes so as not to get caught up in the strong, cold wind. Ruby sticks her scythe into the ground and Yang holds on to Ruby's back from the wind.

Ruby: I got you, sis!

Cinder gets blasted against the elevator. She falls to the ground, and so does the Relic. Jaune makes a dive for it. He does a summersault, using his shield to soften the blow. Cinder screams and dives for the Relic too, but Qrow jumps on top of Cinder and starts punching her. Yang shoots out fire from her cuffs, and they splat against Cinder like paint pellets. Her clothes catch fire. Blake shoots at Cinder with her gun, and Ruby uses her Semblance and entangles Cinder within her rose petals, mixing red with black. Ruby pins Cinder against the wall with her weapon and points the scythe to her throat. Jaune grabs the Staff, then tosses it back to Penny.

Jaune: Penny!

Penny catches the Staff. She smiles to herself, hugging it to her chest, but then quite suddenly, Penny's eyes start to flicker again. Penny gasps out loud and her hands fly to her head. The Staff drops to the ground with a loud clatter. Penny's head begins to zap, and her eyes change to red again. Ruby can hear this happening, but she's intertwined with Cinder.

Ruby: NO!

Cinder: Go on Ruby Rose, run off to your little friend.

Yang punches Cinder in the face with her gauntlets. Blake wraps her ribbon around Cinder and Qrow grabs her hands (her Grimm arm regenerated) behind her back. Penny drops to her knees, screaming and trying to fight the virus. With Cinder held by the others, Ruby reaches Penny, feeling her way to Penny's shoulders. She shakes them.

Ruby: Remember Penny! Remember me! Remember you!

Penny: Kill me.

Ruby stops. The whole room freezes. Everyone is breathing heavily, Cinder is struggling to break free.

Ruby: (horrified) What?

Penny: Kill me, and I'll make sure the power goes to you.

Ruby: What are you talking about?!

Penny looks up, one eye green, one red.

Penny: Watts rigged me so the powers would transfer to Cinder once I die. If you kill me before that happens, I'll make sure you get the Maiden-

Ruby: NO! (she hugs Penny tightly again) I'm not going to kill you Penny! We'll find another way.

Just then, Ruby feels a sharp blade pierce her leg. Ruby screams and pulls the sword out, recognizing it as Penny's! Terrified, Ruby feels Penny shake again. Penny pushes Ruby away, her last act of defiance. Penny's eyes are both red, with no signs of turning back now.

Penny blasts off and uses her Maiden powers and blows the group away from Cinder. Cinder rises to her feet. Blake runs forward, but Penny glares at her, and icy crystals grow out of the ground. They impale Blake and her Aura breaks. Blake drops down, breathing heavily and trying to stand. Yang screams and charges towards Blake. Her hair lights up with fire as her Semblance activates. Yang charges at Penny and grabs her wrists. Penny lights them up with ice and they're so cold that Yang pulls away. Yang leaves explosives on the ground and they erupt. Penny goes flying, but quickly centers herself and flies at Yang. Penny swipes her swords at Yang as Jaune jumps in too. He sword fights Penny for a moment, before Penny knocks him down, his Aura breaking.

Qrow uses his Scythe to fight Cinder, who creates a fire scythe of her own to match his. Ruby is standing there, not knowing what's going on.

Ruby: We can't hurt Penny!

Ruby starts forward, but Penny uses her green blast to make Ruby trip. Yang runs in front of Ruby, her hair on fire. Yang unleashes a jet of fire from her gauntlets, like a flame thrower. It collides with Penny's snowstorm. Yang tries to hold her ground, but the Maiden power is too much. Yang topples over. She almost falls off the edge of the Vault.

Qrow: (shouting as he fights Cinder) Yang! Get the Staff! Call Ambrosius!

Yang nods, and steadies herself before she can fall. She runs for the Staff, but Penny soars down and grabs it before Yang can. Yang fires out bullets, but her cuffs have run out of ammo. Yang curses as she's whacked in the head by Penny's ice shards. Yang tumbles and her Aura breaks.

Qrow and Ruby are the only ones left standing. Ruby can't see the Staff. Qrow is now fighting Penny and Cinder by himself. Within a few moments, he gets hit in the back and falls, dropping his weapon. Cinder laughs and uses her Grimm arm. She dangles Qrow off of the Vault's endless ledge, like she did with Watts, her eyes ablaze. Qrow gasps and struggles against the choking. Penny retracts her swords and lands obediently next to Cinder, waiting.

Cinder: (to Qrow) It's time for you to retire.

With that, Cinder lets go. Yang screams and tries to get up.

Yang: QROW!

Ruby: WHAT!?

Qrow falls into the darkness below them all. He turns into a crow, but Cinder creates another fire arrow and fires it right through Qrow's bird wing. Qrow transforms back into a human, the flaming arrow lodged right through his upper arm. He's falling down below, like Oscar did, to where Atlas is about to collide with Mantle...

Yang: NOOO!

Ruby: UNCLE QROW!

All is lost. But then, out of nowhere, a red portal appears beside Yang. Yang gasps. Cinder stares at it, and her expression changes from victorious to pure terror within an instant. She knows who this is. Knows the power she holds…

Raven Branwen steps out of the portal, sword securely in her belt, where it will stay. The Spring Maiden slowly steps out and walks, her high-heels echoing throughout the chamber. Cinder starts to sweat. The portal disappears.

Raven winks at her daughter, and Yang smiles, smirking at Cinder. The tide has changed.

Yang: (to Cinder) You're screwed.

Episode 7 - "There's No Place Like Home"

Cinder has gone completely pale. The heroes smile at one another.

Cinder: YOU!

Raven: (punching her fists together) Didn't I kill you once before?

A weakened Cinder screams and runs at Raven. Without hesitating, Raven transforms into, well, a raven. She caws and dodges Cinder's attack. Raven soars as a bird after Qrow, who is still falling. Raven transforms back into a human mid-air, her eyes ablaze with red/pink Spring Maiden magic. Raven uses her powers to push herself faster, reaching out a hand to her plummeting, wounded brother. Raven swings under him and grabs Qrow in her arms. Qrow gasps, his arm bleeding badly from Cinder's weapon. Raven pulls out the arrow and it disintegrates in her palms.

Qrow: (shocked) So, the spring chicken returns.

Raven: I'm flattered, brother. And you're very welcome for saving your life.

Raven flies Qrow back to the Vault. She sets him down next to Yang. Yang helps Qrow to his feet as she beams at her mother.

Yang: You came! You got Oscar's message!

Raven: (kindly and confidently) Step aside kid. I'll take it from here.

Penny and Cinder fly at Raven. They kick her back and into the actual Vault-void itself, through the open, ancient Door. It's the first ever three-way Maiden battle. Cinder breathes out fire at Raven, who creates a breeze and picks up the flowers all around the grassy Vault. She points them at Cinder, and the flowers transform into sharp shards. They slice through Cinder as Penny steps down in the grass. Raven creates two swords of blue Spring magic, and starts duel-wielding them. Cinder tries to create something, but Raven slices through the forming fire before she can. Penny tries to create another storm, but Raven grabs her wrist to stop her.

Raven: (to Penny) You don't want to do this.

Raven knocks Penny out of the Vault. The Winter Maiden lands right on top of Ruby. Ruby managed to grab the Staff of Creation just as Penny topples onto her. The Staff flies from her hands, but Ruby uses her Semblance and clutches it once again. Penny starts towards Ruby as Cinder and Raven continue to fight in the Door.

Cinder looks down at her dead mother in the grass. She tries to look away, but she can't. Cinder loses her focus, and Raven is about to impale Cinder in her Grimm eye. Before this happens, Ruby screams, Relic in her sweaty palms.

Ruby: AMBROSIUS!

The whole world stands still, as it did when Weiss called Jinn. Everyone freezes in time. Ruby gazes in awe as blue dust engulfs the room, and Ambrosius himself appears. His eyes are closed as he rubs his temples, not looking.

Ambrosius: Sweetie, how many times do I have to tell you before it registers into your thick, puny skull? NO MORE POWER FOR YOU-

He stops when he sees Ruby. Ambrosius claps his hands in delight, expression changing.

Ambrosius: Oh, golly good! A new customer! (he grows serious) If it's power you seek, forget it. I'm DONE.

Ruby: No Ambrosius sir. I just want my friend back.

Ambrosius sees Penny, who was about to shoot out her green lasers at Ruby, but time stopped before she could blast her. She's suspended in the air, frozen in her attack. Paused.

Ambrosius: (shaking his head sadly) The Winter Maiden.

Ruby: Please sir, there isn't that much time! My wish is to save Penny Polendina. Can you do that?

Ambrosius: Well now, of course I can, if that is what your heart tells you. But what about Atlas?

Ruby: I-

Ambrosius: Will you allow for it to fall?

Ruby shakes her head desperately, willing for him to understand, although she can hardly comprehend it herself.

Ruby: N-no! We can still save everyone!

Ambrosius: Tsk tsk. Sounds to me like there's a CHOICE to be made here. I swear to the Gods, I am NOT the Relic of Choice! Ooooh, but the lady spirit in that stupid old Crown likes to tease me. She's SO mean-

Ruby: Ambrosius! If I don't save Penny, she'll die, and her powers will go to Cinder! But if I DO save her, Solitas will be-

Ambrosius: Poof.

He flashes jazz-hands to illustrate this.

Ruby: B-but, can't someone else wish for Atlas to be saved after I make my wish? Qrow! Raven-

Ambrosius: Well now, look who HASN'T been listening. Honestly sweetie, do you even do your homework?

Ruby: My school exploded.

Ambrosius: (with a sigh) No wonder you're so uneducated. The lot of you. Look, sweetie, only one wish at a time, ok? As soon as I grant another desire, the previous one will disappear, forever. Washed away.

Ruby: So I can't do both?

Ambrosius: No.

Ruby looks over at Penny, whose eyes are enraged and red. The virus has spread, and red veins have appeared all along Penny's body like wires, like Salem herself. Ruby reaches out a hand and feels Penny's cheek. Ruby is looking directly at her, but cannot see her abused body.

Ruby: (pained) It doesn't matter if Cinder becomes the Winter Maiden. We already have the Staff.

Ambrosius: So?

Ruby: So Salem wouldn't win. But Penny...

Ruby looks into Penny's eyes. Penny stares back, lifeless. Ruby's cracked eyelids well with tears. Realization dawns on her; finally, and completely, Ruby GETS it. What they've been telling her all along, what it truly means to be a hero. A Huntress.

Ruby: I can't save everyone.

Ruby feels like crying, but she can't. Ruby gasps out loud, and throws herself onto Penny again. Ruby's hyperventilating, her mouth wet, barely able to speak, gripping Penny's neck.

Ruby: I'm so sorry Penny! But I can't let everyone die. I just can't! But, I can't let you go either! I CAN'T. I can't do it!

Ruby continues to sob as she hugs Penny tightly. She doesn't want this moment to end. But time, like all things, can never truly stop.

Ruby let's go, hand on Penny's hair. Her voice is shaking, quiet, sentimental.

Ruby: I wish we had more time, to paint our nails, talk about cute boys. (she laughs) Or that's what Weiss would have said. But that's not like us, is it?

Finally, Ruby lets go of Penny, who's still frozen. Ruby turns to Ambrosius. She sniffs and wipes her nose.

Ruby: I'm ready.

Ambrosius: Are you sure?

Ruby: Yes. But then again, I am a liar.

Ambrosius nods once, then creates his signature tiny spyglass. He swoops down to Ruby, who spreads out her arms wide, prepared. Ambrosius peers at her chest, into her heart and soul and deepest, truest wish. Suddenly, he gasps.

Ambrosius: Oh dear.

Ruby: What is it?

He pulls away.

Ambrosius: Do you wish for me to grant your desire?

Ruby: No, but do it anyway.

Ambrosius: I need to hear it from you.

Ruby: Yes.

Ambrosius nods, twirls his hands together, stringing together the fabric of time itself. Suddenly, blue dust begins to swirl around Penny. She floats in the air, her eyes closed. There's a flash of pale blue light. Then, Penny's eyes fly open, and they're now glowing a beautiful BLUE, the same color as Ambrosius' magic.

The dust swirls back around her, and Penny is lowered to her feet. The magic fades. Penny isSTILL a robot, still her same mechanical self with a soul, but the virus is gone. Instead of red or green eyes, her eyes are themystical, enchanting BLUE. The color of the spirits.

Ambrosius disappears back into the Staff. Penny is left there, blinking widely, hacking gone. She stares at her hands, then at Ruby, who is clutching the Staff. Ruby's mouth is open.

Ruby: (meekly) Penny?

Penny: Ruby. I-

Ruby takes a step back as Atlas jolts again, more violently and quickly now. The time is near.

Ruby: No! No, this isn't what I wanted to happen!

Penny: (confused) What?

The ground gives a massive pulse, and they can now FEEL Atlas falling. There's no longer any breaks, any quakes. It's plummeting down towards Mantle at a steady rate. Rubble falls around them from the Vault. The world is collapsing. And within minutes now, it will collide with the city below.

Back in the Vault, and Raven stabs Cinder with a sword, right through Cinder's Grimm eye. Cinder screams as half her face disintegrates. Cinder collapses onto the ground, screaming in pain. She reaches out a hand to her dead mother, but Ruby has now made a wish, so her mother fades. Cinder's eye widens as newfound pain overtakes her.

Cinder: NO! Come back!

Raven kicks Cinder, and Cinder falls down the stairs and to the floating platform. Jaune, Blake, Yang, and Qrow have gotten up, all badly hurt, Auras down. Penny and Ruby walk to them, and they all stare at Cinder, curled up by their feet. Raven crosses her arms. Ruby is PANICKING.

Ruby: We have to evaluate everyone! The people in the crater! The students at the Academy! Atlas, Mantle! The-

Qrow: Ruby, most of the Atlas airships were taken down by the Grimm. Robyn's doing what she can in Mantle, but I don't think there's anything else we can do.

Ruby: NO! All those people! We have to save them!

Raven: What about the Staff?

She eyes the Relic in Ruby's hands. Ruby clings to it, not letting go.

Ruby: Then Penny's virus will return! The Staff's magic is the only thing keeping her from self-destructing!

Penny: Then use it to help the people Ruby, please.

Ruby: I tried Penny! I tried! But it saved you. We have YOU Penny, you're not going anywhere.

Penny: But... I was supposed to protect Mantle. And I failed. I failed Mr. Ironwood, and now he is dead. I failed Winter, I stole her powers. I don't deserve any of this. I don't deserve to live.

There's a ringing silence. Raven's foot is held firmly on Cinder, to keep her from moving, pinning her down. Penny looks at her hands again, then up at Ruby.

Penny: I am ready to die. I've lived a good life. And I had you.

Penny takes Ruby's hands in hers.

Penny: Thank you for being my friend.

Ruby: (struggling to speak) I- Penny, you always have a choice. I won't stop you from choosing what you want to do, but as your friend, I cannot let you choose to die. You've still got so much left to see, left to do, left to LIVE for! Experience the world as a real girl. Don't you want that?

Penny: Yes, I do. But not at the expense of millions of lives.

Penny tries to take the Staff. But before she can, Ruby whacks Penny HARD on the head with it. Penny's blue eyes close and she falls unconscious next to Cinder. Ruby shakes, struggling to speak.

Ruby: I-I won't let her kill herself! I- I- can't…

Ruby drops to her knees, hugging the Staff tightly to her frail body. Yang rushes to her sister's side and pulls Ruby into her lap. Cinder just watches, her eyes actually sad. Blake notices Cinder's different expression and walks towards her. Jaune starts forward, but Qrow holds him back, shaking his head in warning. Raven continues to hold Cinder down.

Blake: (right in Cinder's face) I understand you've suffered. Believe me, I know. But this world. We're going to change it, make it a better place for everyone, and not by destruction.

Cinder: Those are bold words for a single Faunus girl. Don't you children ever have a plan?

Yang gently sets Ruby down, before rising and taking Blake's hand. Blake's ears lift.

Yang: I've got your back Blake. We all do. I'll help you achieve your dreams, as your partner. If you'll take me, together we can change the way Faunus are treated.

Blake nods to Yang. Yang puts her arm around Blake's shoulders and pulls her in tightly, glaring at Cinder. Cinder tries to put on her normal evil performance, but there's mixed emotions in her eye.

Cinder: Priorities, ladies. Salem will make a new world, and I shall rule by her side as she reigns supreme as the Dark Queen! But no, you see, she won't be the one in command. No. It will be me! Imagine, Cinder Fall, Master of Remnant and overseer of this planet! Greater than a God! Power beyond imagination. It will be GLORIOUS!

Qrow: Says the woman in chains.

Jaune: You're insane.

Cinder: It is but a temporary setback. I've come this far. A bunch of pesky kids who don't know when to withdraw their noses and their drunk uncle aren't going to stop me.

Yang: Well, we just did.

Yang turns to her mom.

Yang: You can create portals, get as many people out as we can. Save Atlas. Be a hero.

Raven doesn't even object.

Raven: Where to?

Yang: Home.

Ruby feels warm at these words, looking up. Raven nods in understanding.

Raven: I'll do what I can. (she looks down at Cinder) And her?

Cinder doesn't say anything, nor struggle. For some reason, everyone looks to Blake.

Jaune: You know we can't let her live.

Blake looks away, her ears down and eyes shining. Cinder holds her breath, this last verdict meaning life and death, placed in the hands of Blake Belladonna.

Reluctantly, Blake nods.

Blake: Do it.

Cinder's eye begins to dart around wildly, her last hope shattered. Raven removes her sword from her belt at last. She lingers the blade above Cinder's head, ready to chop it off.

Raven: Any last words?

Surprisingly, Cinder begins to cry. It's a strange sight indeed. Before anyone can stop her, she screams, and creates a small fire dagger in the hand lodged behind her back by Raven's boot.

Cinder: (to Blake, shrieking) If I couldn't have love, then neither can you!

Cinder bursts forward, free of Raven's hold, and spins around. In a split second of a moment, her dagger slices right through Yang's chest and lodges itself into her heart. Qrow screams and darts forward with his scythe, lobbing off Cinder's head and killing her. Blake is paralyzed, Jaune's sword is drawn too, but too late.

Everything happens all at once. Blake screams a shrilling scream as she and Qrow rush over to the wounded Yang. Cinder drops, dead, as her head rolls off to the side. Qrow cradles Yang in his arms, bending down to her chest to hear her heartbeat. Ruby is shaking.

Ruby: (screaming) What just happened!?

Jaune: Yang got impaled!

Ruby: WHAT?! Yang!

Jaune guides Ruby gently over to Yang's side. Ruby falls to her feet and grabs her sister's hand.

Ruby: (shaking her head) No no no no no! Yang! YANG!

Raven takes a step back, hand lingering on the hilt of her sword she was about to kill Cinder with. Raven's eyes are wide in horror as she stares at her injured daughter in her brother's arms. Slowly, Yang opens her eyes and mouth, but Qrow puts a finger to her lips. She's losing so much blood.

Qrow: It's ok, firecracker. You don't have to speak. I got ya.

Jaune: Here! Let me heal her!

Jaune falls down to Yang's side too. Yang looks up at everyone as Jaune lowers his hands to her body. She smiles sadly.

Yang: I- love...

Yang closes her eyes, and dies. Everyone is quiet. Raven starts shaking horribly. She shakes her head as her hand vibrates uncontrollably. Tears sting her eyes uncharacteristically. Blake cries out in a blood-chilling shout of agony, and buries her face in Yang's bloody chest. Qrow is too stunned to even speak. Ruby doesn't know what happened for a few moments, until she can't feel her sister's pulse. Jaune tries to use his Semblance, but nothing works.

Jaune: NO! Come on stupid Semblance! DO YOUR JOB!

Qrow: (fighting back tears) Kid, it's... it's too late (the tears come). She's gone.

Jaune: NO SHE ISN'T! THIS CAN'T HAVE BEEN CINDER'S LAST ACT! TO TAKE ANOTHER PERSON FROM US! SHE CAN'T HAVE GOTTEN THE LAST LAUGH!

Blake, Ruby, and Qrow continue to bawl their eyes out when Yang doesn't wake up. Ruby keeps calling out Yang's name again and again, shaking her. The Kingdom starts to fall at an accelerated rate. Qrow rises, picking up Yang's limp body. Blake and Ruby don't leave her side. Raven forces words.

Raven: If we don't get out of here soon, we'll be crushed once Atlas collides with Mantle.

Ruby: But- why isn't Yang waking up?

Qrow: (through the tears) Ruby, Yang is dead.

Ruby: NO! Stop it! STOP IT! We said no more lies! We PROMISED!

Ruby starts pounding on Yang's side. Qrow hands Yang to her mother, and Qrow bends down to his knees to try and calm Ruby down. The tears keep leaking from Qrow's face, and he doesn't bother wiping them. Ruby is kicking and screaming, trying to break free of Qrow's comforting hold.

Ruby: This is just a joke, haha, right sis? Stop messing around!

Qrow doesn't know what to say. He turns to his sister, who is holding Yang. Raven is crying.

Raven: We have to leave, now.

Ruby: I deserve to fall along with the city! Take Penny and go! Let me rot here!

Tears splash down Blake's front.

Blake: That's not going to happen, Ruby. You fought so hard to prevent Penny from dying, so there's no way we'd leave you behind! Especially after Yang-

She trails off, unable to finish her sentence. Raven pulls herself together and swishes her sword. It creates another portal.

Raven: Move it.

Blake sobs as she picks up Penny. Ruby is still holding the Relic. Qrow gives Ruby a little push towards the portal. Jaune looks at Cinder's dead body. He looks to Yang, limp in Raven's arms, at Ruby screaming and refusing to go into the portal. Qrow and Raven, always so calm, now completely bawling. Jaune closes his eyes and covers his ears, trying to block it all out. He can't take this again. He can't do it anymore, can't lose anyone else. It's too much.

Jaune opens his eyes. He's in a pure white space. He has his old haircut and is wearing his bunny cereal hoodie. Confused, Jaune gazes wildly around the void. He's alone in the bright light.

A figure appears before Jaune. It's Cinder Fall, complete with her wolf ears and long, wavy hair. Jaune grits his teeth and moves to get his weapon, but he doesn't have it. Cinder smiles, hands behind her back. She's wearing a casual outfit, and doesn't have any Grimm parts.

Cinder: You won't find your weapon here, I'm afraid. This is a peaceful place. Even I am unarmed.

Jaune: You expect me to believe that, you witch?

Cinder: (amused) Well now, that was harsh. Did you get the first letter of that last word correct just now?

Jaune: Stop it! Qrow killed you, I saw it! Or is this a second chance for me to crush you with my own hands?

Jaune charges at Cinder, but he falls right through her. He turns back around and sees that Cinder's form isn't solid.

Jaune: What is this? An illusion?

Cinder: Perhaps. Perhaps not.

Jaune: What?

Cinder: (smiling sadly) All I ever wanted was to be loved. When I couldn't have that, I chose the next best thing; power. I know you must be growing tired of hearing me say that word, but it did fill the emptiness in my cold heart. And it became an addiction. I wanted more and more, until those sins of lust and greed overtook my soul and I turned into the very person you despised.

Jaune: I had every right to hate you!

Cinder: Yes, you did, I do not deny that. But tell me, Jaune Arc. Is all of this, what you expected when you cheated your way into Beacon? Is it all you've ever dreamed?

Jaune clenches his fist, but at those last words, lowers his hands and looks down in shame.

Jaune: No, no it isn't. I had this over-glorified vision of being a Huntsman in my head, that I'd be a big-shot, be a bad-ass, get the ladies. (he laughs wetly). And saving people would be an added bonus on the side. But, the one I truly loved, you took from me. After I realized why I was doing all of this in the first place, it was too late.

Jaune looks up, but Cinder is gone. Standing in front of him, same as in his memories, is Pyrrha herself. Jaune's eyes fill with tears as they grow wide in disbelief at the angelic form before him.

Pyrrha: (smiling and waving) Hello again Jaune!

Jaune: Oh Gods...

Jaune runs towards her, but when he reaches Pyrrha, he falls through her, just like with Cinder. He turns back to face her, crying. Pyrrha smiles happily at him, translucent.

Jaune: This isn't real...

Pyrrha: (cheerfully) Hmm, well, I'm no expert on mysterious ethereal planes! But you seem pretty real to me.

Jaune: Pyrrha... I love you.

Jaune reaches out his hand. Pyrrha's hand reaches out to meet his. Even though they can't feel each other, it still gives Jaune strength as their palms touch through the space.

Pyrrha: I'm so proud of you Jaune.

Jaune: You should be standing on this side, not me. You deserved to be a Huntress way more than I ever did. It isn't fair.

Pyrrha: Sometimes, destiny isn't fair, but that doesn't mean it wasn't meant to be. I'll always be a part of you, Jaune. I've never left. You carry a part of me with you. I can feel it.

Jaune shakes his head, meeting her eyes.

Jaune: I won't accept that destiny willfully let you die! That was all Cinder!

Pyrrha: Yet in the end, she chose you, Jaune.

He blinks.

Jaune: Huh?

Pyrrha: (looking down at her hands) I was never meant to be the Fall Maiden. But you? If my life's purpose was to help you achieve your own destiny, then it was worth it.

Jaune: No... don't say that!

Pyrrha: Take care Jaune. It was wonderful to see you again. Live a long life, do good. And in a hundred years from now, we'll reunite on the other side. But until then, live.

Jaune: I-I don't understand! Pyrrha! Don't leave me!

Pyrrha: I'm sorry.

Pyrrha smiles as Jaune fades. Pyrrha is now the only one left in the white void. She turns and walks, autumn leaves suddenly floating around her. She walks some more, and the seasons change. It starts to snow, then cherryblossoms blow and float gently by her feet. Pyrrha walks with her hands behind her back, smiling to herself. It turns to summer, and she appears on a warm tropical beach. Pyrrha closes her eyes and turns her cheeks up to the sun, the soft sound of gentle waves filling her ears. She takes off her shoes and lets her toes sink into the sand.

Yang opens her eyes under the cool shade of a palm tree. She shields her face from the bright sunlight. She doesn't have her prosthetics but is still missing her right arm. A figure appears before Yang in this realm, obscured by the heavenly sun. The figure extends their hand, and Yang takes it. The mysterious person pulls Yang to her feet. Yang blinks, now able to see who it is.

It's her mom, Summer Rose.

Yang gasps as her eyes fill with tears. Summer smiles warmly and opens her arms for her daughter. Yang rushes forward and throws herself into Summer, clinging on as if she'll never let go. Summer gently grips the back of Yang's hair. Oscar and Ironwood are also at the beach, Adam and Cinder are there too, shaking hands. Oz's old forms, others who have come and gone. Everyone is happy in the Afterlife.

The scene disappears, and Jaune awakes back in the Vault. He's on the ground. When Jaune opens his eyes and stands, everyone gasps, taking a step back. Jaune's own eyes are glowing with yellow flames; his Aura color. A billowing Maiden fire.

Qrow: The Fall Maiden...

Ruby: (choking) Who?

Blake: Jaune...

Jaune: Wait, what?

Qrow: I knew those gender roles were bullshit.

Jaune looks down at his hands, feeling a strange sensation. He looks over at Cinder's beheaded body and then at Penny, who is still unconscious in Blake's arms. Ruby is standing there, holding onto the Staff of Creation. Jaune's face is set.

Jaune: We have to go. Ruby, you're coming.

Ruby opens her mouth to protest, but Jaune walks over to her and grabs her hand. He leads her through the portal with the Relic. Blake walks through with Penny. Raven turns to Qrow, who stands there, unmoving, hugging his injured arm.

Raven: Aren't you coming?

Qrow: I- there's something I have to do first.

Raven: Make it quick.

Qrow nods, and his gaze shifts to Yang in Raven's hold. Raven shares an empathetic, apologetic glance with her twin, and quickly disappears through her own portal carrying Yang. The portal disappears, leaving Qrow alone in the decaying Vault.

Qrow shakes as his eyes continue to leak. He clutches his upper arm where Cinder stabbed him. He can't turn into a crow right now. Qrow staggers over to the elevator as the Vault crumbles. A large chunk of rubble just narrowly misses him. In less than ten minutes, Atlas will collide with Mantle. People, millions of people, will die.

Qrow makes it up the elevator and journeys through the dark halls of the building. He sways as he bleeds. Qrow uses all his strength as he finds his way to the hospital wing. He finds Clover's ward. Qrow opens the door, heads inside, and closes it behind him. Qrow collapses against the wall, wiping his eyes. He stares at Clover in the white bed.

Qrow: Hey there, Clover.

Qrow laughs, and takes off the lucky clover charm from his shirt. It's covered in blood again, but until now, it hasn't come off.

Qrow: Man, it's been a day. Atlas is falling. James is dead, I let him go. Oscar, Yang... YANG. She... (he buries his face in his hands) Stupid old alcoholic uncle Qrow, always messing things up with his bad luck.

Qrow looks at Clover, wanting him to say something. Anything.

Qrow: Ruby's going to need me, now more than ever. She lost her Silver Eyes, her sight, her SISTER. Almost lost her best friend. Lost that poor little farm boy we all tried so hard to protect from an inevitable fate. And now, she blames herself for what's about to happen to Atlas. She's going to need a lot of love and guidance, but... would she be better off without me?

Qrow cries again. He grits his teeth and swears, looking down and closing his eyes as the tears freely flow. He lets Clover's stained charm fall to the ground as his hand goes limp. Qrow hugs her knees and curls up in a ball against the door, sobbing hysterically. He makes no sign of rising.

Clover: She wouldn't.

Suddenly, Qrow hears the sound of the heartbeat monitor. He looks up with wide eyes, his own heart nearly stopping. As Atlas gives one last giant JOLT, Clover sits up in bed, eyes bloodshot and his breath hoarse and rapid. He coughs, clutching his stomach and scrunching up his knees. Clover coughs again, then turns to look at a paralyzed Qrow with a small smile, bandages covering his stomach.

Clover: Those kids, they need you. Didn't I tell you not to deflect a compliment? I meant it.

Qrow rises so fast, his expression that of pure shock and disbelief. Clover grins weakly at Qrow, using all his energy to stay sitting. Without another word, Qrow rushes forward and pulls Clover into a back-crushing embrace.

Clover: Ouch.

Qrow: Sorry! Sorry.

Qrow continues to cry even harder. Clover hugs him back.

Qrow: You're alive! Thank the Gods, you're alive!

The two break apart, and Qrow sits on the bedside. Qrow laughs wetly, then looks at Clover's good luck charm on the floor. Clover puts his hand on Qrow's shoulder and Qrow flinches. He turns back to look at Clover. The two stare at each other. Before Qrow can stop himself, he pulls Clover forward by his shirt collar and kisses him on the lips. Clover doesn't resist and kisses him right back. Just then, Raven's portal appears. She puts her hand on her hip when she sees the two of them. Qrow and Clover break apart.

Raven: (raising an eyebrow) Really?

Qrow shrugs with a guilty smile, his face wet. Qrow helps Clover out of bed and helps steady him, even though they're both injured, Qrow is strong. The two follow Raven through the portal. The good luck charm is left on the ground, where it will stay and fall with Atlas, no longer needed. The portal disappears.

They escape just as Atlas collides with Mantle, crushing tens of thousands, hundreds and millions of people who weren't able to get out in time. The two cities meet, and a great wave overtakes the land, flooding the ruins into oblivion. Bodies mingle with debris and blood for miles and miles. An instant graveyard.

We're now outside Ruby's house in Patch. About two hundred Atlas citizens are in the yard or inside, unsure of what exactly to do. Raven was able to get a few hundred people out through her portals, but it wasn't nearly everyone. Ruby gazes at her home, unable to see it but feeling the familiar sense of comfort and nostalgia. The door bursts open, and Tai Yang pelts out and yanks Ruby toward him, hugging her tightly and crying his eyes out. The Staff falls to the ground.

Tai: Baby! Oh, you're home! My little girl's home.

Ruby tries to choke out words, but she can't. In that moment, she allows herself to be embraced by her father, silently sobbing into his shirt.

Ruby: Dad! I won't leave again, I swear! I'm sorry!

Tai: It's ok baby girl. That's not important right now.

Ruby: Dad, Yang, she... It's all my fault! Everyone died because of me! It's ALL my fault! I'm sorry, I didn't mean to! I really didn't! Please, believe me! Help me dad! Help...

Tai: (grabbing her tighter) What are you talking about? Shh, you did nothing wrong! Nothing is your fault, baby.

Ruby pushes her dad away. He's shocked. She NEEDS him to understand. Know she FAILED.

Ruby: Atlas, Mantle, everyone who was left behind! It's because I couldn't save them! I couldn't choose, so I LOST! Don't you get it?!

Tai: Ruby, what-?

Ruby: ATLAS FELL!

There's a ringing silence. Tai takes a step back, eyes wide in horror. After fumbling to speak, he's able to form a sentence.

Tai: Ruby, where is Yang?!

That's when he notices her in the grass. Tai gasps, the tears streaming now more rapidly. He lets out a blood-curdling scream as he rushes towards his eldest daughter. Blake walks over, wiping her own eyes, and picks up the Relic carefully. She approaches Ruby and wraps her free arm around her team leader, guiding her gently into the house.

Blake: You didn't lose. You got the Staff. Weiss has the Lamp. We have two Relics and three Maidens. Salem has none. We won.

Ruby: (shaking her head) But we didn't! We didn't win! And Weiss… we don't even know if she… she.

Ruby can't finish the sentence. They head inside the cozy, warm house, citizens milling around.

Ruby: (sniffs) You know, the only good thing about losing my eyes was that I didn't have to watch my sister die.

Blake tries to answer, but she chokes and starts crying all over again. She embraces Ruby tightly as she helps her sit down on the couch, setting the Relic beside her. Blake goes off to make tea, wiping her nose on her sleeve. Ruby sits down next to Penny, who is still unconscious. Zwei the dog jumps up and sits on Ruby's lap, licking her face to help her. She hugs him so tightly. Jaune comes in and gently takes the Relic off the couch. He stares at it.

A few minutes later, and Qrow, Clover, and Raven appear in front of Ruby's house. They head inside, and Tai Yang throws himself between Qrow and Raven, hugging them both at once. Team STRQ, reunited at last.

Ruby is still sitting on the couch next to Penny, who has since awoken with her new blue eyes. Penny is leaning against Ruby's shoulder, and Ruby is hugging Penny with one arm, holding a cup of steaming tea in the other, Zwei on lap. Ruby's not drinking anything, now beyond tears. Penny is broken, defeated, depressed, the spark she so often carries gone. Blake is curled up next to Yang on the floor. Jaune is sitting in a chair next to them, Staff of Creation resting along hislegs. Jaune and Penny eye each other, Maidens.

Meanwhile, Nora, Ren, Harriet, Marrow, Elm, Vine, Maria, Pietro, and Ozpin are flying away in a ship, along with the few dozen who were able to escape Atlas. They watch the terrible, horrific collision of the two cities. Emerald and Mercury are seen walking away in the distance, headed on their own quest to who knows what destination in the tundra. Robyn is with May, Fiona, and Joanna on ships evacuating Mantle. They managed to help many citizens down there, but not nearly everyone. Robyn tries to stay strong, but breaks down at the tragic sight.

Weiss, Winter, Whitley, Willow, and Jacques Schnee are in their own ship. Weiss is still holding onto the Lamp, watching with absolute horror as her home collapses into ruin, gone as if it never were. She loses it, and collapses into Winter's arms. With no way to contact one another, no one knows who survived or not. Weiss can't contact Ruby, Blake, or Yang, who she doesn't know died. The TVs are all down worldwide, so the fall of Atlas has not been broadcasted to Remnant. The full scope of the tragedy is only known to the few survivors, many of them now stranded on the lost continent.

After the smoke clears and the ships head out to regroup, a dark figure appears on the ruins of Atlas. Salem returns. Neo, Hazel, and Tyrian walk up to her. Hazel and Neo look grim and eye each other fearfully, while Tyrian grins sinesterly and bows to Salem, so damn pleased at this outcome. Hazel and Neo reluctantly follow suit. Salem walks by and pats Tyrian's head, ignoring the others.

Salem stares up at the empty sky. She's smiling. Her body is mingled and torn from Ruby's Silver Eyes, and yet, she is still standing on top of it all, undefeatable. Nothing could satisfy her more than this moment. She breathes in, relishing in the death and destruction.

Salem: In one day, I managed to lose everything. The Relic of Creation, the Relic of Knowledge, my dear Ozma, and my Fall Maiden. And yet, I feel as if I've gained everything. This isn't the end, Ozpin, it's only the middle. This chapter is far from over. And once the storybook finally comes to a close, it won't be you who is victorious. There is only one outcome to this story, and that is mine. I want you to watch me take it all back from your frail little arms. Relax while you can, bask in your success, for it will be short-lived. (she looks to her three followers). Come.

Tyrian: Where are we going now, your highness?

Salem: Next stop... is Vacuo.

Zoom over to the ruins of the city. Peeking out of a wooden board, the teddy bear Ruby and Qrow found in that abandoned house lies in the dust and snow, fully intact.

THE END

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