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Chapter 156: Godslayer

Gestalt-Prime had waited for this moment for longer than they had known of Pantheon's existence. They had waited for this moment since they had first gained true sentience and awareness, becoming capable of more than mindless hunger and bloodlust and in the process of being truly awakened seeing the true scope and potential of the Creatures of Grimm if only they could reach out and seize it.

Now they would seize it, they would rip control of the Hive-Mind from Pantheon and use Nero's work to unbind the Grimm from humanity, leaving them free to truly expand and dominate Remnant for all eternity.

But first the battle needed to be won.

The two Alpha Grimm crashed into one another atop the domed skull of the stationary Behemoth yet again, each impact shaking their surroundings enough to leave the Hunters that were still present fighting to maintain their balance, preventing them from rejoining the battle in earnest or interfering; just as Gestalt-Prime had hoped. Pantheon's clawed tail came darting around to tear at their chest and left shoulder and Gestalt-Prime's answer was to swing the massive blade of their sword at the offending limb, the tails' claw grasped the weapon and Gestalt-Prime revealed the trap which Pantheon had walked into. The Alpha Cyber-Grimm transformed and reconfigured themselves once again, using the rotation of their joints and limbs to avoid the larger monsters' blows and position themselves that they ended up holding Pantheon's tail in over-sized and powerful arms even as it remained locked onto a wing. From there Gestalt-Prime launched themselves into the air and dragged Pantheon's far larger form up behind them, feeling the Grimm General's efforts to right themselves through the spasms and thrashing of their tail until finally the drag created by Pantheon's vast wings unfurling served as the signal Gestalt-Prime had been waiting for; with their momentum spent the Alpha Cyber-Grimm released Pantheon's tail and pivoted backwards to drive both of their powerful fists into the sweeping, armored chest of their opponent.

Pantheon fell backwards and Gestalt-Prime followed.

A pained and enraged bellow tore itself forcefully from Pantheon as the two monsters collided again, this time with Gestalt-Prime driving a clawed foot down into the larger Grimm's chest, stomping on them before they could stand and in the process shattering the sweeping and angled fin of solid bone intended to deflect hits. From there Pantheon's wings and back mounted cannon shifted and took their places on the their arms once again, the mechanical Grimm's lone optic glowing with malicious intent as they raised their sword for a killing blow.

Pantheon countered.

The Grimm General's tail snaked around, aiming for Gestalt-Prime's throat and serving as a distraction for just long enough for them to drive their lower pair of arms into unguarded flanks and drag their opponent off of them, allowing them to rise. Seeing that Pantheon had returned to their feet Gestalt-Prime simply circled their enemy, the two Alpha Grimm giving in to a deep-seated and primal instinct which was reflected in the ferocity which which they next attacked one another. The next exchanged of blows came at blinding speed and with no care given to defense or anything other than simple butchery, sword ripping into leathery obsidian flesh and brute force cracking bone whilst chitinous claws rent and crumpled armor. For all of Gestalt-Prime's might and determination, newly bolstered by their upgraded body the Alpha Cyber-Grimm felt the early lead they had taken in he battle beginning to dwindle away as Pantheon matched and countered every blow with the advantages of simple size, even now being nearly twice their height and having more limbs with which to press their assault.

Gestalt-Prime's sword-arm blocked and parried a downward thrust of a clawed upper arm, their own segmented tail batted down and countered Pantheon's as the writhing appendage tried to attack them from behind yet before they could launch an attack of their own the Alpha Cyber-Grimm was struck by twin blows from the larger monsters' lower arms, not precisely dangerous in their own right however the more humanoid digits found purchase and lifted Gestalt-Prime up to Pantheon's eye level.

"DIE!" the roar was accompanied by a blast of flames and corrosive gas from Pantheon's maw which left Gestalt-Prime's vision garbled and flickering, yet not so much that they were unaware or that they could not see the Grimm General preparing to drive their enormous, clawed upper limbs forward for impaling strikes.

Until one of Pantheon's eyes exploded, the sound of the gunshot registering a fraction of a second later.

The Hunters were taking action.

"BRING 'EM DOWN!" a fierce and commanding voice called out, glyphs forming around Pantheon's body a moment later; their surfaces shifting to an inky darkness and seeming to weight the Grimm General down with some unseen force. Seizing the opportunity presented to them Gestalt-Prime rocked their skull forward ans slammed their head into Pantheon's bloodied face.

Once freed Gestalt-Prime surged up into the air, taking in the full scope of the Behemoth whose skull they had fought atop before repositioning themselves so that their main cannon, which was once again mounted on their back as they flew, was pointed squarely at Pantheon. Before they could fire the Grimm General broke themselves free of their bindings and gave chase with a deafening battle cry.

Giving Gestalt-Prime an idea.

Swooping further back they waited for the perfect moment, the point where Pantheon was too committed to their attack to break off and where they were exactly where the Alpha Cyber-Grimm wanted them to and then they fired. A beam of ominous, crackling crimson lanced through the night sky and struck Pantheon's wounded chest, burning and shredding as it robbed the Grimm General of their momentum and began blasting them backwards through the air towards one of the fortress-Grimm's many eyes. Before Pantheon cold recover Gestalt-Prime hurtled towards them like a living missile slamming into them and driving them backwards into and then through the eye of the Behemoth and the bone beneath it.

Smashing the two Alpha Grimm into Pantheon's throne room and command center.

"FOOLISH WHELP! Pantheon roared as they struggled free, ichor dripping from their chest and flames spilling from the corners of their mouth "NOTHING CAN SAVE YOU NOW!"

With that they gave a small gesture and the wound their entrance had inflicted began to seal.

"Good, just us" Gestalt-Prime answered calmly, preparing their sword once again. The Alpha Cyber-Grimm had accepted the Hunters' assistance when it had been given but they understood perfectly that once Pantheon was slain the Hunters would turn on them in an instant; keeping any outside interference at bay was key if Gestalt-Prime wanted to emerge victorious.

And victory was all that mattered now, it was too close to allow for anything else.


The ringing in Zirconia's ears and sense of shocked, distant numbness was ripped away with a suddenness which only left the Grasshopper Faunus more confused and lost. Reality reasserting itself sharply and suddenly as a hand gripped her shoulder, firm but gentle and shook her just enough for Zirconia to snap back into the present moment.

"Hops?" it was Athena-Jade, her partner having hurried over even as the last perishing dregs of the snail Grimm that Team MARSZ had been fighting writhed and faded on the ground; the worried expression on the shorter woman's face suggesting that she had called out to Zirconia more than once but had gone unheard.

"He's….Gone" Zirconia whispered disbelievingly, gaze drifting inexorably back towards where Carmesi had fallen, without so much as bubbles in the liquid darkness to mark his passing "Just gone, after everything….It doesn't feel right"

"It was….Yeah, it was a lot" Athena admitted, shifting Heartbreaker into its' hammer form so that she could lean against it and catch her breath for a moment "He was tough, he was scary but I don't think he's coming back after that Hops….What was he saying to you at the end, I couldn't make it out"

"I told him that I'm not going to carry out Nero's plan and take over the Grimm….He said that my-that Nero put faith in me, so one way or another I'll do something that makes the future possible"

The silence which followed that was profound, Athena at a loss for words as she desperately tried to offer reassurance but found the opportunity slipping away as the rest of Team MARSZ gathered around them, each of them looking down into the abyss between the tectonic bone plates of the Behemoth's back where Carmesi had fallen until Astra finally spoke up.

"The Aura Transfer Machine is right there" they began tentatively "So what do we do now?"

"The plan was only to retrieve it" Zirconia answered cautiously "We were supposed to take the Aura Transfer Machine and fall back, to keep Damascus from taking it"

"But you don't wanna do that do you, Astra?" Athena-Jade regarded her team leader wary suspicion.

"The plan was made before this giant Grimm showed up and started making it's way towards New Vale" the Deer Faunus countered "This is the modified Aura Transfer Machine, we can use it without having to sacrifice anyone….With us and Team FADE here we can take down Pantheon before Nero gets here-"

"Astra this is crazy" Athena exclaimed "Look I get it, I'm usually right there with you when it comes to crazy plans but this, we're risking too much! We should pull back and join the defenses!"

"We can do this" Astra insisted "We can win, in a way that nobody ever has before and-"

The night sky was set ablaze by a searing beam of crimson light, following by a booming, uncomfortably fleshy explosion which caused all of Team MARSZ to look upwards, frantically searching for any sigh of Team FADE and yet being chilled to the core by the sight of something else entirely fighting the Grimm General.

"That was Gestalt-Prime" Regalia gasped at the sight of the two grappling monsters which had disappeared into the skull of the Behemoth "They're bigger, they look different but it was them!"

"Then that settles is" Astra answered, though their voice lacked it's former confidence "We've gotta do this now"

"I could maybe get up their with my Semblance" Stygian offered "But I don't know, I can't see both of the Grimm now….Besides I couldn't win that on my own"

"No" Astra shook their head, refusing to send the Mouse Faunus to such a fate "We do this together, Regalia I think our best route would be to go up through the neck of the Grimm and then find a weak point around the base of the spine or under the jaw but can you use your Semblance to make sure"

"On it" their partner and girlfriend nodded.

"We'll contact Team FADE on the way up and-"

"We're all really doing this?" Athena asked, fighting the urge to sink to her knees in the face of the overwhelming scale of the threat they faced. It seemed as though every childish wish to measure up to and outshine the various famous figures in her family and achieve something wholly her own had been granted and now, when it mattered the most the snowy-haired young woman felt she was unprepared.

"We don't have a choice" Zirconia breathed out, lowering the scarf from her face to speak more clearly "Pantheon and Gestalt-Prime are fighting, the way Damascus always planned. Whichever one of them wins that fight is going to mean disaster for everyone, either Pantheon kills Gestalt-Prime and carries on moving this giant fortress Grimm towards a Kingdom….Or Gestalt-Prime wins and the Alpha Cyber-Grimm takes over this Grimm and everything that Pantheon controlled"

"I'm scared" Athena admitted finally "The most scared I've ever been"

"We all are" Zirconia answered easily, slipping her hand into Athena-Jade's "But I'll be right beside you. Astra's right, we do this together"

"We made it this far, we'll see it through" Stygian added as he joined them, Athena's hands being full causing him to wrap an arm gently around her waist and lean into her side in a gesture that was comforting for both of them "If anyone's crazy enough to come up with a plan that might work it's Astra and if anyone's bad-ass enough to pull it off it's you AJ; so let's do this"

"Okay" Athena breathed out slowly, voice still shaking "Okay I'm ready. Astra, Regalia is our route clear?"

"Looks like it" the Deer Faunus answered with a thin veneer of confidence which failed to disguise fear and uncertainties which were shared by every member of Team MARSZ "We just need to grab that payload-"

"I've got it. You guys just cover me while we're getting up there" Athena set her jaw and rolled her shoulders back before conjuring up a glyph beneath the armored container of Project Inertia, using it to lift the modified Aura Transfer Machine into the air and bring it closer. As she did so Athena felt Zirconia's grip tighten around her hand in a squeeze that was equal parts reassurance and desperation.

"You just keep moving forward" the Grasshopper Faunus whispered "We won't let anything happen to you, I won't"

With that Team MARSZ set off across the bone-covered expanse of the Behemoth's hide once again, carrying the hopes and future of Remnant with them as they did so.


Victory was close at hand and Gestalt-Prime would not be denied.

The impact of blows and collisions echoed within the sealed confines of the Behemoth's skull and every roar and shriek unleashed by the two monsters filled the air like howling winds and thunder as they fought. For all their determination, all the strength their new form granted them and despite the initiative they had managed to seize by dictating the location and direction of their battle Gestalt-Prime was still forced to accept that waging war against Pantheon in the heart of their domain and in their seat of power had been a risky, possibly unwise idea.

The Grimm General was in control here.

"THIS ENDS HERE USURPER! YOU WILL NOT RUIN EVERYTHING THAT HAS COME BEFORE YOU!" Pantheon bellowed as the two of them clashed again in mid-air, with a total lack of solid ground beneath them and instead nothing but a lake of seemingly impossibly bottomless liquid darkness where Pantheon had swept away the flesh and bone pathways that had previously lined that place to keep Gestalt-Prime from landing. As the two struck one another the protean Grimm tissue below was sent rushing outwards in what first to be a shockwave, a simple consequence of the catastrophic forces being unleashed, yet as it continued to build the wave of rippling darkness became animated and took on a life of its' own, warping and forming itself into vast jaws of solid blackness.

"NOW DIE!" Pantheon broke free of their aerial duel, tail snaking around to plow into Gestalt-Prime's armored mid-section to both force the smaller monster backwards and allow them to be cast down into nightmarish jaws preparing to close around them. Gestalt-Prime's answer was to pick a single point in the surface of the swiftly approaching wall of fangs and darkness, first firing the laser-cannon mounted on their back and then storming forwards to slam into and then through the same place; the jaws imploding and melting back down into the Spawning Pit which formed the base of Pantheon's command center.

"ALL THIS POWER, ALL THESE YEARS OF LEADING THE GRIMM….AND THE BEST YOU COULD ENVISION WAS A MOUTH WITH TEETH" Gestalt-Prime taunted, sneering condescension in every syllable as the wheeled around to face Pantheon again "THIS IS WHY I WILL LEAD! BECAUSE YOU ARE SMALL AND YOU ARE CHAINED TO YOUR OWN WEAKNESS!"

Pantheon lunged at them without words or hesitation.

The two Alpha Grimm crashed into one another yet again and the logic of keeping the battle in the air became apparent, whilst using their wings Gestalt-Prime's sword was unavailable to them however Pantheon themselves suffered no such limitations and was able to bring all of their claws to bear; they did so as their foe feinted and weaved before lashing out to seize their skull in a massive hand as though they planned to crush it, the response being a stabbing attack from the upper right arm aimed at the offending limb followed by a thrusting left which forced the Alpha Cyber-Grimm to lurch back and in turn allowed Pantheon's tail to grasp their wing, dragging Gestalt-Prime off-kilter in the air and allowing Pantheon to land a blindly fast flurry of blows with their lower limbs before snapping their tail outwards and back again as they prepared the over-sized claws of their upper limbs.

Readying a killing blow.

The Alpha Cyber-Grimm was not so easily bested however and as they were dragged into the path of the sharpened chitin and bone their senses were enhanced with properties which had once been the purview of their tactical visor but which Gestalt-Prime could now access at will. With angles of attack secured and variables accounted for they surged forwards through the air and dipped beneath Pantheon's claws to throw a punch into the larger Grimm's already wounded chest. The shattered bone fin had already begun to steadily heal itself yet there was enough ruination remaining for Gestalt-Prime to drive a massive fist directly into obsidian meat and viscera, spattering smoldering pulp from Pantheon's innards across themselves and staining their knuckles an inky shade as they snatched the air from the Grimm General's lungs and sent them hurtling backwards through the air.

As Pantheon reeled from the blow Gestalt-Prime chose not to immediately follow and instead used the opening that had been created to gather themselves and plan their next attack. After a moment of searching for options their lone optic focused on something gleaming in the distance and the Alpha Cyber-Grimm realized that there was in fact one piece of solid ground remaining.

Pantheon's throne.

Gestalt-Prime sped through the air towards their goal and yet before they could reach it they were beset once again as Pantheon attacked them. The Grimm General's assault did not come from above at first, instead the lake of liquid darkness beneath them which filled the skull of the Behemoth began to take shape and come more fully to life once again, forming vast tendril and rudimentary appendages of colossal size which sliced and swung through the air, forcing Gestalt-Prime to veer off-course and evade incoming blows.

And keeping them from seeing Pantheon as the Grimm General attacked from above.

The first blow Pantheon landed was from range, a fireball expelled from their gaping maw which struck Gestalt-Prime in the back and sent them careening. From there they dove and seized their victim, powering downwards until the two of them were subsumed within the nightmarish depths of the Spawning Pit whose foul materials began to shape themselves into claws and needles which ripped and hacked into Gestalt-Prime as Pantheon surged through the depths and ragged them along. Eventually the pair resurfaced and Pantheon dragged the Cyber-Grimm's still struggling form across the surface of the small island on which their throne sat.

"No more words whelp?" the Grimm General challenged as the fleshy surface on which their thrown rested grew masses of jagged, serrated scales and they proceeded to rake Gestalt-Prime across them.

"You aren't going to tell me how you're so different to Salem and how you won't fall prey to humans as you ally yourself to them?" the thundering accusation punctuated by Pantheon's taloned foot slamming down on Gestalt-Prime's skull "You're not going to tell me that we can compromise, or that I've misunderstood?"

They hefted Gestalt-Prime and hurled them into the body of the throne, it's twisted metal spikes and edges piercing the smaller monster in numerous places.

"GO ON LAPDOG, TALK LIKE A HUMAN! BE WHAT THEY MADE YOU!"

"Neither of us were ever uncertain, our minds are fortresses without weak points….This was never going to be settled by talking. Let's end this the only way it can end" Gestalt-Prime was sneering and derisive even now as their fluids dripped onto the ground, their words drawing a snarl from Pantheon who strode forwards nonetheless and agreed with the upstarts' words.

"Spoken like a true Creature of-" Pantheon's words were cut off by a wordless scream of pain as Gestalt-Prime's tail lashed out, its' metallic and segmented surface shattering the larger Grimm's left knee and the various fins lining its' surface ripping meat and flesh away from their calf.

The Alpha Cyber-Grimm whipped around and tore themselves free of Pantheon's throne, breaking shards of its' twisted metal structure away with them and launching themselves forward with one of those shards clutched tightly.

Burying it Pantheon's face and slashing through three of their six eyes.

The violence which followed was obscene in its' brutality and frightening in its' swiftness, Pantheon lashed out blindly their claws failing to strike home and instead the Grimm General was forced to draw their wings around themselves and unfurl them with a gust of wind and blast of flames. Pantheon weathered the assault, forcing themselves through the fire even as parts of their exterior began to glow, transforming and re-configuring themselves as the closed the difference until their wings formed a sword once more and the weapon was plunged into Pantheon's chest. Even here the Grimm General would not fall and their tail whipped around to strike only for Gestalt-Prime to catch the clawed appendage and crush it. Without hesitation they aimed the cannon mounted on their left arm and fired into Pantheon's right shoulder where the damage already inflicted on the larger monsters' chest caused bone and other structures to shatter, in turn allowing Gestalt-Prime to pull their sword free of Pantheon's chest and reach out to rip the Alpha Grimm's clawed upper arm away entirely.

Before spinning and slamming the severed limb through Pantheon's chest.

From there Pantheon was kicked over their own throne and yet as Gestalt-Prime advanced, assured of their victory the saw that whilst the severed arm was fading away Pantheon themselves remained, defiantly struggling to rise and violently snapping the fragments of their own ruined leg back into place and draping their right wing around themselves as if it could hide the grievous wounds that had been inflicted on them, even as rivers of sludgy black ichor cascaded down their sundered torso.

They were not yet dead but it was clear in that moment that they were very much defeated and as they watched the Grimm General struggle to rise Gestalt-Prime let out a slow, deliberate laugh.

Defeat was an abstract concept capable of being redefined on a whim, death and destruction were much more certain.

They readied their sword-arm and prepared to find their certainty.


Team MARSZ had reached the neck of the Behemoth.

The five of them had first reached the central fins and sails which ran along the length of the titanic Creature of Grimm and then followed the path provided by the vertebrae as they crested the shoulders of the monster and began to steadily ascend with the Aura Transfer Machine that was they key to their plans being carried on a small glyph behind them, climbing until they were moving completely vertically and were then forced to halt by howling winds which threatened to rip them from whatever meager handholds they had managed to find in the vast swathes of bone which had once been the central spire of Pantheon's fortress; each of them painfully aware throughout the entire proceedings that they were drawing closer not only to their goal, but also to the mouth of the Behemoth from which vast waterfalls of liquid darkness had been pouring and cascading the entire time, the protean Grimm tissue running into the crevices and trenches between massive armor plates to create the Behemoth's own self-contained Eco-system.

"Astra if we keep this up someone's gonna fall!" Athena-Jade called to the Deer Faunus who was currently second only to Regalia, whose years of experience of climbing had allowed her to deftly take the lead "Or someone's gonna get blown into that!"

The Bear Faunus wobbled precariously as she removed one hand from the almost sheer bone surface in order to point at the falling curtain of living distance which remained far too close for comfort, anything else Athena might have wished to add was interrupted by her urgently searching for another handhold and trying to regain her balance until she was grabbed gently by the wrist, her eyes widening for a moment until a familiar voice rasped in her ear.

"I've got you"

"Thanks" she breathed out, offering a weak smile as she met Zirconia's eyes before glancing at the Grasshopper Faunus's legs which she quickly remembered had been fitted with various modifications and upgrades which allowed her to scale most, if not all surfaces. After catching her breath for a second she returned her focus to her team leader.

"Astra!"

"Alright, use a glyph!" the Deer Faunus called down to her "Team FADE are above us looking for weak points around those eyes but Fluffy is pretty tapped right now….Looks like we're gonna have to go in through the jawbone!"

A nervous silence followed that proclamation before Athena took a single steadying breath and began her work. They had climbed rather than use any combination of Semblances to reach their destination in an effort to conserve their strength and Auras but now that it was becoming impossible to do so Athena let go of the bone neck-piece she was hanging onto, still hand in hand with Zirconia as she fell a short distance onto the waiting glyph which had initially been just substantial enough to carry the teams' payload but whose surface now expanded outwards to make room for Stygian as the Mouse Faunus who had been bringing up the rear leapt into place beside them.

"Let's do this" he beamed confidently, offering a reassuring glance as the three of them rose through the air on a glyph which continued to grow in size as it slowly ascended and became large enough for Astra and Regalia as the pair joined them. With Team MARSZ reunited the five of them took their positions and braced themselves as the glyph continued to rise and continued to grow wider on its' path towards the underside of the Behemoth's jaw.

Eventually it grew large enough to draw the attention of the Behemoth itself and trigger some form of protective response.

"WE'VE GOT INCOMING!" Regalia warned, shotgun component of Apex Scavenger already booming as parts of the waterfall of liquid Grimm tissue, now more dangerously close than ever, began to coalesce and form clump which appeared to not be fully beholden to gravity; those coagulated masses growing and taking shape in seconds to unleash a tide of flying Grimm on the Hunters. Teryx came shrieking and spitting out of the cascading darkness with their glowing eyes making fine targets for Athena as she readied Heartbreaker in its' laser cannon form, these were quickly fallowed by Nevermore however and the avian Grimm unleashed range attack of their own in the form or ripping, bladed quills which slashed through the air and threatened to cut into Team MARSZ.

Or worse still into the glyph they stood upon.

"ASTRA, WE NEED A PLAN!" Athena called out, firing as fast as she could and in several places simply sweeping the beam of ethereal green light her weapon produced in a sustained attack to destroy several Grimm at once; all the while being certain that it would not be enough and that they and their payload would be sent hurtling into the sea in moments.

"I'M WORKING ON-" Astra's frantic response was cut short by another laser beam lancing through the Grimm from behind, being followed by a veritable blizzard of gunfire and also the telltale glow of constructs formed by the Schnee family Semblance.

"GO!" Felix bellowed as Team FADE came soaring into view "WE'LL HANDLE THE GRIMM AND WE'LL BE RIGHT BEHIND YOU! GO!"

"You heard him, let's move!" Astra called out, giving Athena one final glance before closing their eyes and allowing their own fiery red Aura to become visible, steadily engulfing them as it expanded outwards and their Semblance took hold.

This was the part that they had been conserving their Aura for.

Astra leapt from the glyph onto the neck of the Behemoth, their Semblance-self growing until it would have been considered towering and gigantic if it were compared to anything other than the Behemoth itself. As the Deer Faunus secured themselves in place they took the remainder of their team in a single glowing hand whilst Athena-Jade used her Semblance to create a solid sphere of glyphs to protect them, Zirconia and Stygian using their weapons and the Dust at their disposal to bolster the impromptu defenses; with Regalia's Semblance providing final confirmation that the correct path lay dead ahead.

Directly above them.

A single moment of tension so all-consuming and profound as to almost become serenity through sheer focus Astra launched themselves upwards.

The Deer Faunus used the towering body of solid Aura their Semblance provided to leap trough the air from the neck of the Behemoth and latch onto the underside of its' jaw, swinging themselves up into the maw; the source of the endless supply of protean darkness and from there they simply powered their way upwards.

Swimming their way up from the bottom of a Spawning Pit and carrying their friends with them.

It was terrifying in a way that nothing else they had experienced could compare to, a bone-crushing pressure accompanied by endless stabbing sensations as their very soul was assaulted by their surroundings and the primal, hungering mind of pit itself sought consume whatever had found itself within; the cold and darkness were profound with any sense of space, direction or even time being stripped away in an instant and replaced by a near-insurmountable certainty that they would run out of air, or that their strength would give out before they reached their goal.

Yet Astra was resolute and eventually, after an effort that threatened to destroy them entirely their right hand, the hand in which their friends were being carried dragged through the rippling void and at its' apex their fingertips breached its' surface to meet open air.

Team MARSZ took action in an instant.

Astra felt them escape the Spawning Pit and determined to join them, secure in the knowledge that it was in fact possible they continued upwards; their Semblance-self cracking and giving way all around them, fiery red replaced by pure white almost entirely as cracks and fissures consumed the constructs' surface and yet, just before the their Semblance could implode entirely Astra saw, vaguely the merest suggestion of something above and beyond the darkness.

Then something was piercing the darkness and hurtling towards them.

Grabbing the harpoon of Apex Scavenger they found themselves dragged back into open air, Regalia tearing them free of the abyss that had threatened to claim them even as their Aura began to waver and then the five of them were together again; united in the crimson-tinted darkness of Pantheon's throne room.

And they were not alone.

"You" the resounding, oily and smooth voice of Gestalt-Prime demanded their attention and the five Hunters fought the urge to recoil and instinctively raise their weapons at the sight of the Alpha Cyber-Grimm's new, enhanced form.

"Us" Astra managed to spit the word out without sputtering or giving away just how much the simple act of reaching this point had taxed them. Gestalt-Prime half-sat and half-perched on an upended throne of twisted metal and pulsing, writhing flesh; their sword soaked in black ichor and their left hand clasped tightly around an unidentified mass of bone and obsidian flesh whilst Gestalt-Prime themselves, despite the clear damage they had suffered seemed entirely at peace, regarding Team MARSZ lazily, as a cat might stare at a mouse that it had been batting around and worrying for some time.

"We have the payload" Zirconia whispered, her words little more than a displacement of air close to Astra's ear "Use it"

"You. Specifically you" Gestalt-Prime corrected, addressing Astra directly and stilling the five Hunters in an instant with the use of a tone far more thoughtful and introspective than they had ever believed the monster to be capable of "We fought before I ever truly awakened….When I had been captured by humans who wanted me to fight for their amusement, you remember?"

"I remember" Astra swallowed thickly around the words, unsure of what the Alpha Cyber-Grimm was driving at.

"I was a Geist then, I made myself part of the building to fight you all, to fight you specifically and that allowed me to connect with the CCT, the Kingdoms' own effort at a Hive-Mind for the first time. That was where I truly became an entity, that was when I first began to truly think and envision" Gestalt-Prime rose to their feet "You were here at the beginning….It's right somehow that you should be here, at the completion"

It was then that Team MARSZ saw exactly what the mass of shredded and pulverized meat and bone Gestalt-Prime was holding was.

Muscles twitched, moving in a way which suggested a deliberate yet failed effort rather than a random post-death spasm and it became clear that the shapeless mass, its' limbs ripped away and much of its' skeleton shattered was the eviscerated remains of Pantheon, the General of the Grimm. Seeing that their audience had recognized the mutilated torso and the head still attached to it, tongue ripped out, eyes blinded and spiked crown of bone crushed and that they were now making the leap in logic to understand what would happen next the Alpha Cyber-Grimm let out a contented, growling sound before springing into action.

They grasped Pantheon's body in both of their over-sized hands and with a single, sickening violent tearing motion they ripped their beaten foes' head off in an explosion of viscera before swiftly biting down on Pantheon's skull before their body could fade away; consuming the Grimm General.

Preparing to take over the Grimm Hive-Mind.

"WE'VE GOTTA DO SOMETHING!" Astra yelled as Gestalt-Prime reared up to their full height, a howl of triumph and pain in equal measure escaping them as their muscles and servos locked, back arching to the point of joints audibly cracking.

"USE PROJECT INERTIA, HOLD 'EM DOWN AND STOP 'EM!" the Deer Faunus yelled frantically over the sound of their own weapons firing as they unloaded Buckshot Ares. Time seemed to slow to a crawl for Athena, each discharge and explosion given an impossible clarity as she aimed and fired Heartbreaker from the hip, watching as the laser struck home and yet was simply endured by Gestalt-Prime who returned fire.

"MOVE!" Stygian teleported into existence and the Bear Faunus was shocked to see that it was not herself her dark-skinned and tattooed young man was trying to tackle to the ground and out of the path of an attack but instead Zirconia, the Grasshopper Faunus had been attempting to prepare the modified Aura Transfer Machine intended to inflict something akin to a lobotomy on Gestalt-Prime and through them a vast swathe of the Hive-Mind however her efforts were halted when a searing beam of bloody, ominous red light ripped through the machine entirely.

Causing an explosion which sent Team MARSZ diving for cover.

"FALL BACK!" Astra screamed, acting on pure instinct and utterly unable to process the magnitude of what had just transpired.

"Where do we run to?" Zirconia demanded

"The eyes!" Regalia called out, her Semblance having already provided her with an answer "The eye sockets are weaker, we blast our way out the eyes and regroup!"

Team MARSZ were already fleeing, leaping onto glyphs provided by Athena-Jade and racing towards the furthest edge of the command center within the Behemoth's skull when Gestalt-Prime delivered undeniable proof of their own victory and revealed that they had not only defeated Pantheon but also the Hunters and Damascus Nero all in the same moment.

Astra had chanced a fleeting glance over their shoulder and watched as Gestalt-Prime drove their sword into the living tissue of the small island they had been standing on, sending a palpable, tangible shock-wave rippling through everything in sight and in the next instant their surroundings began to warp and change; the first sign being that Pantheon's throne righted itself and changed in size to accommodate its' new user.

Gestalt-Prime cackled and fanged mouths opened along every surface, transforming the demented, victorious sound into a deafening cacophony which filled the darkness and came from every direction at once, their laughter chasing Team MARSZ as they fled and showing Gestalt-prime's mastery over the Creatures of Grimm.


Damascus Nero flew into battle alone, determined to halt a monster of his own creation.

Team MARSZ and Team FADE had failed. Carmesi Hueso was dead, the Aura Transfer Machine had been destroyed and Gestalt-Prime had felled Pantheon in order to assume their fellow monster's mantle and ascend to primacy amongst the Creatures of Grimm, taking control of the seafaring living fortress that their predecessor had raised from the depths to wage war against the Kingdoms in the process.

The Hunters had desperately sent word of these horrifying developments to everyone who might be able to act on them and in response Qrow Branwen had hastened his efforts to muster a proper defense of Neo Vale's coastline in conjunction with the Kingdom of New Vale's official leaders and defenders, with similar efforts being made across Remnant whilst Ruby and Penny Rose pushed their heavily modified personal transport to its' limits in an effort to reach the area more quickly and General Winter Schnee sent word that her own vessels, fully-fledged warships and destroyers were close behind.

However Nero had been the closest and his typical fashion he had decided that if something needed to be done properly he would do it himself.

To that end he had evacuated the Megalodon and taken control of the vessel as a single pilot, using the ships' artificial intelligence to assist him much as he had when the Airship-Grimm was first activated in the battle for Jidhir Town.

His crew and followers had served him loyally and dutifully and so his orders to them, given with the knowledge that they would almost certainly be the final orders he issued were that they should escape, live and enjoy whatever new Remnant emerged in the wake of the coming battle. Every remaining Cyber-Grimm had been ejected and given over to the task of carrying the escaping crew to safety somewhere as the waters below were undeniably Grimm-infested and whilst Nero harbored some fanciful momentary ideas about a future wherein Zirconia gathered the remains of his people and the last of the Cyber-Grimm to build her own future and ensure that a better Remnant was forged the chairman-turned-leader knew that it would not happen and that the Cyber-Grimm would likely be tracked down and destroyed by Hunters in short order.

Nero was surprised by how little the notion bothered him. His musings were brought to a halt soon enough however as he glared at the Megalodon's viewscreen and found his hands clenching around controls in a white-knuckled grip and his quartz-colored eyes hardening with the same unshakable resolve that had carried him this far and allowed him to redefine what was possible countless times already.

He could see his enemy.

The Behemoth, or whatever it was in the process of becoming lay dead ahead and Nero could already see that the titanic Creature of Grimm was being changed by Gestalt-Prime's influence. The titanic neck and skull of the thing remained yet the endless supply of liquid darkness pouring from its maw had begun to take shape and form masses of writhing, shuddering flesh which enveloped a body which was beginning to peel and split at its' seams; vast tracts of flesh and sinew ripping away from the main body of the thing and branching off into dozen of serpentine limbs which ripped and swiped at everything in their path including one another. The transformation was a brutal and primordial thing from which shape and order fought violently to emerge only to be drowned beneath a morphing sea of formless and mind-ravaging horror.

Yet Damascus Nero, focusing only on his goal simply saw an opportunity. Whilst the Behemoth was formless it was as close to defenseless as such a thing could possibly be and do he steered the Megalodon directly towards the skull of the titanic living fortress.

A small, unexpected distraction coming in the form of the airship being hailed.

"Have you come to marvel at what I have built?" Gestalt-Prime's maddening laughter filled the command bridge as Nero allowed the audio only communication to proceed "Have you come to witness the creation of true greatness and grovel for your life before it?"

"When I had you made I didn't plan for you to be so ludicrously optimistic, or have quite such a sense of humor" Nero answered, perfectly aware that he was only capable of such a response because they were not physically in the presence of the Alpha Cyber-Grimm who had now ascended to become something even greater, he refused to be cowed however and hoped silently that he could at least exploit Gestalt-Prime's arrogance and explosive temper to either find or create a weakness and opening.

"Even now, needling and using words to claw and struggle like a dying animal….They're the only weapon you have" the Grimm gave an inhuman, haunting and echoing laugh which succeeded to set Nero on edge in a way nothing else had; revealing that Gestalt-Prime understood exactly what their enemy was hoping to achieve.

"Hardly. You see the Megalodon approaching you, surely?" Nero answered with a snort "But perhaps you're right, neither of us gain anything from this discussion. Let's end things shall we?"

"This is not an ending, not for me" Gestalt-Prime snarled, with Nero ending the communications and cutting off their retort at the final syllable before turning their focus to more immediate and important matters.

"Computer, engage voice recognition and prepare self destruct sequence, disengage all safety measures on main Dust reactor" Nero watched and waited for several seconds with baited breath, heart hammering against his ribs and the hand which was flesh and blood beginning to tremble as his orders were silently carried out by the ships' internal controls. Self destruction was however only Nero's second choice, a back up plan in case his initial plan of attack failed and as he seized the controls once more he put that first, most daring plan into action.

"Computer….Deploy Grimm tissue intake system" whirring, grinding and screeching metal formed a deafening chorus which became audible even within the command bridge of the Megalodon, tremors rumbling through its' floor as the jaws of the monstrous vessel opened wide and began deploying the numerous armatures and colossal tools within all whilst the Grimm-vessel itself sped through the pre-dawn gloom on a collision course with the skull of the Behemoth.

Nero was going to have the Megalodon devour the skull of its' opponent and hopefully swallow Gestalt-Prime whole; ending his plan by having everything he had wrought consume.

With nothing left to be done and no chance of escaping the Megalodon before the inevitable impact and subsequent violence Nero allowed himself to slump back in his seat and let out a slow breath.

Utterly at peace.

"Well Zirconia" he sighed contentedly to the silence "It's down to you now, the bright new tomorrow is yours however you choose to shape it….You were always my legacy as much as you were my daughter, keep making me proud. Keep making your parents proud"

With that he closed his eyes and waited for the impact and the chaos to begin.


The combined might of their weapons had allowed Team MARSZ to blast their way out of the skull of the Megalodon and regroup with Team FADE however even this was only the first stage of an escape and a retreat which was by no means promised to succeed.

Gestalt-Prime could kill any of them at any moment now and they wouldn't even have to pay the Hunters specific attention to do so.

"FLUFFY WHERE THE HELL'S OUR BACKUP AND AIR SUPPORT?" Astra demanded, voice cracking as they screamed to be heard over the maelstrom and cacophony and rending flesh and bone. The nine Hunters were assembled on a collection of glyphs and summoned Grimm constructs which blinked in and out of existence, their passengers leaping frantically from one to the next or onto the ever-shifting shapes of their surroundings in their attempt to retreat as each platform was crushed in turn or simply lost cohesion as it was pushed out of reach of whichever of the two Bear Faunus had created it.

The Behemoth was now Gestalt-Prime's plaything and the Alpha Cyber-Grimm was remaking it in their own image with a process which appeared from the outside to resemble a bizarre fusion and mockery of cosmic horror and the progress of geology itself; rivers and mountains of living tissue forming, merging and twisting in impossible ways which sent colossal structures of bone lancing through the air and serpentine tendrils of muscle larger than buildings splitting and breaking apart into root systems.

All of it forcing Felix Xiao Long to evade and keeping him from answering for several seconds.

"Inbound!" the Lion Faunus finally managed to answer, the single word doing little to instill hope or confidence in Astra and yet the Deer Faunus had little choice but to press onward; weaving through an endless maze of mutating Grimm-flesh and leaping from one glyph to the next as fast as Athena-Jade could produce them until they finally regrouped with Team MARSZ who were at least close enough to one another for some degree of conversation.

"We're still waiting for our ride out of here!" Astra relayed the message even as the five of them continued to move

"Damn it!" Stygian yelled, anger meeting urgency as the Mouse Faunus's Semblance allowed him to avoid an incoming mass of clawed sinew as it ripped through the air by leaping onto its' surface and then onto a waiting glyph "We're not gonna get out of here like this! AJ can't keep these glyphs up forever and our luck is gonna run out at some point

Both points were patently true however Astra was unwilling to accept them so easily, a perspective that was thankfully shared by their team-mates.

"Well we can't quit now!" Regalia called back bluntly, voice heavy with exertion as she leapt up and over a shard of bone which splintered and fragmented into nothingness as it ripped through her glyph; her hands finding purchase on a tangled mass of flesh above her which she quickly swung herself away from before the writhing, tumorous thing could mutate and begin consuming her.

"Aunt Ruby and Aunt Penny will be here" Athena panted out, one of her signature acrobatic displays allowing her to avoid three lashing tendrils seemingly formed wholly of nerve-endings at once by throwing herself sideways and onto a waiting glyph even as the exhaustion became more apparent in the way she carried herself with every passing moment "Aunt Winter's forces will be here. We've just gotta hold out a little longer!"

Astra took much needed reassurance from their team-mates' unwavering resilience and continued to power through the changing form of Gestalt-Prime's behemoth risking glances downwards to see that the entire body of the thing was being reformed, around them to see Team FADE in a similar position and finally out into the distance.

Where their sea-green eyes widened at the sight of something approaching at incredible speed.

"I SEE A SHIP!" they called out.

"Is it-" Athena-Jade began, only for her words to trail off as recognition and comprehension dawned on her along with the rest of the team; Zirconia being the one to speak up.

"It's the Megalodon, it's Damascus….He's, no! NO!" the Grasshopper Faunus's voice rose and grew to a haunting, broken scream as she saw the mouthpieces of the Megalodon begin to open whilst the Grimm-vessel itself showed no signs of slowing, the understanding that this was a collision course sinking in swiftly.

The impact came with a wave of sheer concussive force that could not be withstood and a noise which defied description.

For a moment time seemed to stand still as the Megalodon slammed into the skull of the Behemoth, striking the domed, armored structure where Gestalt-Prime's newly seized throne was housed and shattering it in an instant. Armatures lined and tipped with implements designed to harvest and process raw materials began to bore into the cavity, seemingly unhindered by the clear and catastrophic damage wrought on the Megalodon itself by the impact; their progress more resembling butchery than anything industrial or meticulous until the violence once again changed in tone and direction as Gestalt-Prime or perhaps simply the Behemoth itself retaliated. Zirconia's screams were lost beneath the sounds of grinding metal as massive, primitive appendages and masses of bone began skewering and wrapping themselves around the Megalodon in its' entirety and from there the skull of the living fortress-Grimm began to regrow, with pulpy malformed flesh growing onto and into the hull and meat of the Megalodon in a way that was sickening to watch and clearly invasive.

Then the pre-dawn gloom was set ablaze as the Megalodon exploded.

The light was almost blinding to Faunus eyes and more than that the sheer power of the explosion succeeded not only in breaking the arcing, serpentine neck of the Behemoth in a dozen or more places and reducing its' skull to an eviscerated mass of gore but also in sending Team MARSZ careening downwards towards the body of the colossal beast which no longer resembled the islands of bone that had been there previously.

"HANG ON!" Astra yelled over the ringing in their own ears as they activated their Semblance once again, the glowing red construct which expanded out from their body reaching out to gather up the falling Team MARSZ whilst at the same time Athena-Jade used her own Semblance until her Aura flickered and wavered visibly around her, creating massive glyphs, large enough to encompass Astra's Semblance-state and slow their fall until finally they came to a halt on a landmass of living tissue which pulsed and warped incessantly, proving beyond all doubt that the Behemoth still lived; its' former continents of bone replaces by fields of fibrous wavering fur whose strands were almost as tall as the Hunters themselves.

In ordinary circumstances the changes would have been alarming, however Team MARSZ had far more pressing demands on their attention in that moment.

"Is everyone okay?" Astra called out uncertainly as they staggered to their feet.

"Yeah I'm-HOPS NO!" Athena-Jade's words took on a pleading, desperate edge which saw all of them running towards the snowy-haired girls' position to find her holding back Zirconia who seemed to be desperately trying to sprint towards the remains of the Megalodon in grief-stricken madness.

"Astra!" Stygian called out "Astra, where are Team FADE?"

"I-I don't see them" the Deer Faunus admitted, voice growing hollow as they desperately searched for any sign of their brother "I can't find them anywhere, Regalia-"

"On it" the Raccoon Faunus assured them, yet before she could put Look-See to use and begin searching for their missing allies the ground shifted and the sound of crashing waves close by alerted all of Team MARSZ to an incoming attack, the five of them turning around to see the twisted and deformed remains of an arm reaching back at an impossible angle and peeling into dozens of growing, snaking appendages which began melting and merging into the flesh beneath them until one particular tendril came sweeping towards them.

Only to be halted a short distance away by a wall of solidified air.

Team MARSZ were left stunned, frozen mid-way through readying their weapons and preparing to dive away as they began to realize that had happened.

It was the work of a Semblance, a familiar one at that but one which belonged to somebody who had no business being here.


Team WULF had not planned this far ahead, though in Wolfram Ironside's defense there were no plans he could have have made which would account for the situation he and his team had found themselves in.

As their professors' personal transport had arrived on the scene Wolfram and his team-mates had watched, their fear swallowed whole by simple disbelief and lack of comprehension as the largest Creature of Grimm any of them had ever encountered, dwarfing even the Land-Shark which had attacked Port Alistair in their first year as students by orders of magnitude continued to remake itself by the second even after an airship had collided with its' skull and exploded. What had pierced through the teams' shock however was the sight of Astra Mars's Semblance as the Deer Faunus gathered up those closest to themselves in an effort to protect them, their efforts bolstered by Athena-Jade Slate's glyphs and yet shortly after they impacted against the surface of the behemoth it became clear that the colossal Grimm was still alive and mobile.

At which point Wolfram, speaking on behalf of his team-mates and with their implicit trust had made the only decision that Team WULF could make in such a moment; they had told Ruby and Penny Rose that they would rescue their friends themselves before deploying.

As he used his landing strategy and took action Wolfram realized with a sudden giddy lightness that the situation wasn't impossible at all, that despite the sheer scale of the Grimm the same principals held true.

Wolfram's Semblance held a crushing tentacle at bay, even if it forced Wolfram to his knees and left his Aura wavering within mere minutes under its' crushing mass. He held it at bay, long enough for Team MARSZ to seek out the source of their unexpected rescue and begin rushing towards and also, perhaps more importantly for long enough for Diabla to rush into battle with a wordless, furious war cry that signaled her intent even before her own Semblance began to take effect. Diabla's fists glowed with a blazing orange, almost volcanic light which reached backwards and trailed up the lengths of her arms and neck until the same fiery glow spilled from her eyes; not making her stronger in the strictest sense but making every blow she landed explosive and capable of inflicting far more damage that it otherwise might.

With a single strike she obliterated the tendril.

Even before the obsidian smoke had faded Laser and Ursinia had rushed forward to make the most of the opening their partners had created for them, with Scorpion Faunus brandishing 'Adventurer' her massive golden-bladed sword in one hand whilst using the other to administer her own Semblance, one which didn't heal Team MARSZ's various small injuries or drained Auras but did allow them to continue onward with a fresh well of determination to draw upon. Laser by contrast was more active and took to reaching into his endless supply of pockets and hiding places in his person to draw Ice Dust, enough of it to begin freezing the ground around them whilst at the same time using Perma-Death in its' katana mode to cut through the field of fibrous hairs or any other Grimm tissue which showed signs of life or movement until finally he Reached Athena-Jade Slate and, with a single nod used his own Semblance 'Analogue Jacking' to take and borrow the Bear Faunus's glyphs, their surfaces tinged the poisonous greenish yellow of his own Aura as he began to more efficiently freeze the area.

Creating a secure extraction point before producing a signal flare.

"What the hell are you guys doing here?" Astra demanded in utter shock, causing Wolfram to turn away from the incredible work his team were doing, work he would be proud of them for as long as he lived and simply grinning.

"Saving your ass apparently….This is what happens when you leave the academy early, you miss important lessons"

"Somehow I don't think you covered this" the Deer Faunus gestured to the scene around them, with Wolfram having what he hoped would be a suitably witty and impressive retort half-formed before the moment was snatched away by the same aircraft which had carried his team here swooping into frozen and already cracking extraction zone Laser had managed to make.

"SALUTATIONS TEAM MARSZ IT'S TIME FOR US TO LEAVE!" the voice of Penny Rose yelled out from within "WE HAVE COMPANY INBOUND WITH MISSILES READY!"

Not needing to be told twice Team MARSZ and Team WULF along with them rushed into the rear of the transport, finding it crowded given their numbers but favorable to the alternatives. As the aircraft took to the sky once again however Astra, with Athena-Jade close behind them burst into the crafts' cockpit.

"Aunt Penny!" Athena gasped, speaking before Astra could open their mouth "My brother! Where're Arctus and Diamond-"

"We last sight of Team FADE" Astra added desperately "Where's-"

"They're safe" Penny assured them "Ruby cleared them a path and they're currently waiting for us to regroup"

"Oh thank-" the sigh of relief was cut off by a chorus of whooshing sounds, issuing from all around the transport with such force that the entire aircraft shuddered violently in mid-air before shadows fell over everything; darkening the gradually lightening sky once again to send fearful chills through the assembled students until their rattled minds managed to parse the situation.

The Atlesian warships had arrived and were now putting themselves directly in front of the Behemoth to form a barrier after unleashing an opening salvo of cataclysmic proportions.

"Damn" Astra mouthed out almost silently, anything more profound entirely beyond them. The Deer Faunus was scarcely aware of their team-mates and former class-mates trying to squeeze themselves into the cockpit or alternately pressing their faces against the transports' other windows; their own sea-green eyes but utterly fixed on the same spectacle they were trying to see.

Missiles, lasers and other weapons illuminated the sky as the each of the numerous warships, each of them an airborne mountain of machinery unleashed their entire arsenals on the Behemoth, pulverizing and shredding the enormous Creature of Grimm whilst in the midst of it all Ruby Rose, the hero of Remnant hung in the air as her Semblance and the powers of the Silver Eyed Warrior combined to give her the gift of flight.

Ruby unleashed her own assault, a blinding flash of brilliant white which evaporated a crater of the Behemoth's flesh large enough to contain several houses in an instant and this blow seemed to be decisive as the body of the titanic monster, weeping acrid smog which tainted the air began to sink below the waves in a process which took several minutes to complete but which was watched by all with transfixed reverence.

There was stillness and silence as each of them tried to comprehend the magnitude of what had happened and what it might mean for Remnant.

And then their hopes were undone in an instant as the first Airship was attacked.

None of them saw the initial attack itself, only an eruption of water high into the air followed by thundering explosions and frenzied chatter across every comm channel as a vast, articulated and segmented spear of bone and sinew lanced out of the water to puncture the hull of an Atlesian warship; shields and armor overwhelmed in an instant. The fleet fired their weapons into the sea and yet the knowledge that they were doing nothing to stop the attack settled dreadfully over them as the creaking and groaning of metal filled the air like haunting whale-song as the airship was dragged downwards to it' its' doom.

And then another monstrous appendage claimed another airship.

Then another.

And then another.

The Behemoth, under the control of Gestalt-Prime laid waste to the fleet sent to destroy it without regard for their efforts and as the ruined airships were dragged down into the depths the sea roiled and crashed with a darkness within it which promised only one certainty.

Something was coming, something huge.

Author's Notes:

Oh boy, the penultimate chapter of the penultimate volume is finished.
….Leaving it on a cliffhanger honestly felt right.
So, the next chapter is gonna be what sets us up for the ending of the entire story.
Also I might take a week or so off of writing this given that I've got planning to do, I'm working on another multi-chapter fic at the time of writing, I've got other projects at various stages of planning and job interviews lined up….However since I'm writing this in December 2023 and won't be posting this chapter until March '24 at the earliest; does it matter?

But anyway, let's summarize shall we?:
Godslayer...Because it's the end of 'Pantheon'.
I think the opening of the chapter alone set up where this was gonna go, at least in regards to Gestalt-Prime's victory.
The fact that they have sort of modular limbs like the Shroud Variants and can use the transformation between modes itself in a fight just felt right.
The bone shattering and just open ferocity of the fight was partly inspired by watching the Viltrumite fight in Invincible Season 2.
seriously how do you fight someone who effectively has five hands and can always get one of them behind you
Team FADE weren't a massive part of the fight, but they got a clutch moment in before Gestalt-Prime decided that as helpful as they were continuing the fight around them was a bad idea.
Carrying straight on from the last chapter, Carmesi getting taken out by the Ooze has absolutely rattled everyone.
I mean Astra's right really, they have (Well, had) everything they needed for a massive victory against the Grimm and at that point falling back was no longer an option; a final showdown between Pantheon and Gestalt-Prime means that one of those two Grimm is going to control the Behemoth and a decent chunk of the Hive-Mind.
But Athena is right to be scared, I wanted someone to be the voice of reason and it felt right for it to be Athena; she's usually some degree of balance against Astra when one is needed.
Stygian's "If anyone's crazy enough to come up with a plan that might work it's Astra and if anyone's bad-ass enough to pull it off it's you AJ; so let's do this" is peak hype-man.
carrying the hopes and future of Remnant with them….Well that ended well.
Pantheon controlling their domain during a fight to make arena traps is actually a callback to FADE: Legacy where Salem did the same thing to Pantheon, even if the specific visuals and techniques used were different.
Imagining Gestalt-Prime quoting Megatron's line to Starscream "You think small because you are small".
Okay that punch Gestalt-Prime landed was some pure Invincible/anime bullshit lol, just folded Pantheon up.
Y'know this is the first time I think in all of the Spiral verse that something/someone has gone into a Spawning Pit and come out alive and we got it twice in the same chapter.
Pantheon's little rant was fun to write.
That was an absolutely brutal take-down.
I actually had to re-write the climb to account for the Aura Transfer Machine because it's too big to be slung across one persons' back.
Admit it, you all forgot that Hops can walk up walls.
The defenses were there because it didn't seem right for a Spawning Pit to not have any, with Team FADE once again serving as convenient distractions/assistance.
Going in through the jaw….Because the whole point of the Spawning Pit in the mouth/skull was to give Team MARSZ an access point, with it being part of Pantheon's control room/part of the Behemoth's own Eco-system just being Watsonian reasoning.
Astra swimming up from the bottom of a Spawning Pit is one of those scenes that just feels like it should be cinematic.
The little talk between Gestalt-Prime and Astra was sort of a fake-out, making it feel like we were gonna get a showdown here….But also it's something we can revisit later, because Team MARSZ were there for Gestalt-Prime's beginning and will, in one form or another be there for their end.
But damn, Pantheon got fucked up.
So, their went the plan to lobotomize the Grimm Hive-Mind with a modified Aura Transfer Machine; Remnant needs a new plan and quickly.
Gestalt-Prime's voice coming from more and more directions as they begin taking over Pantheon's controls is yet another cinematic moment and if it weren't for the actual ending this would have been a great place to end a chapter.
I think it was clear where this was going from the moment I said Nero had evacuated the Megalodon and was solo piloting it.
Even at the end he's got a little hope that Zirconia might give him the future he wants.
So Gestalt-Prime's first two priorities upon completion of their goals are A) remake Pantheon's greatest weapon in their own image and B) Talk trash to Nero….Petty.
For how much Nero doesn't like big speeches and being in the limelight he does have a poetic edge to him, there is something fun about the idea of his last moments being spent watching his life's work eat itself.
It's real though, Gestalt-Prime really could have wiped out Team MARSZ and Team FADE without even meaning to there.
Cosmic horror meets geology is a great description for the transformation.
If I could animate the escape from the Behemoth it would be like a Spider-Verse scene.
I see a ship, followed by that….Yeah Zirconia is gonna need a hug.
It's growing fur….You see where things are going right?
Of course the incoming attack got blocked, what do you think I brought Team WULF along for.
Followed by a little perspective switch.
This whole final scene felt frantic and that was deliberate, I wanted to try and capture a sense of absolutely nobody knowing what was gonna happen next and having no chance to really process anything or prepare.
But also Team WULF were great.
So everyone got out, Penny and Team WULF rescued Team MARSZ, Ruby rescued Team FADE and they managed to fly away on Grimm summons; then Ruby and the Atlas fleet hammered the Behemoth….Job done right? RIGHT!
Complete silence before an attack that killed hundred, definitely scarier than roaring and screaming.
And we end with Gestalt-Prime's Behemoth about to appear…..I have so many plans.

Thank you to MajorBrony95 for their reviews on the last chapter.
Yeah I heard about the "What everyone else was doing while Jaune and RWBY were away" project, that's less of a Vol.10 and more of a 9B.
Oh yeah definitely a fight to the death.
I will neither confirm nor deny how many pieces Carmesi is in.

As always thank you to everyone that reads this, with a special thanks to those of you that follow, favorite and review.