RWBY: Destiny of Remnant

by UGX7

In the wake of the fall Team RNJR sets out to bring Cinder Fall to justice while the new Fall Maiden overlooks her master's plan in Haven City. Meanwhile Weiss tries to help a friend, Yang struggles with the loss of her arm, and Blake deals with guilt over the White Fang. Meanwhile someone from Cinder's past returns and Salem's newest pawn rises. Arkos, WhiteRose, SunnyBees, Renora

102. The Battle of Schnee Manor

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Also, just keep in mind most of this chapter happens concurrently with the previous chapter.

Chapter 101: The Battle of Schnee Manor

As the battle on the Resolute unfolded, the Battle of Schnee Manor intensified. Despite the combined efforts of the Atlesian soldiers and Task Force Omega, plus the various airships keeping the flying Grimm and the Goliaths at bay, large numbers of Grimm were still able to attack.

Close to the manor and to the left of the main entrance, Amethyst shot Dust arrow after Dust arrow at Anastasia, but the daughter of the Bloom family cut almost all of them down with rapid swings of her Chakrams. Ducking behind a broken Schnee statue from Amethyst's arrows, she almost missed a stabbing strike from Neo who attacked her with Hush's estoc blade. Salem's agent quickly dodged out of the way and parried the attack, forcing Neo's blade down before smacking her in the face with her elbow. Anastasia then ducked underneath an arrow but as she rose up from her crouch the agent of Salem abruptly received an uppercut to the chin, nearly knocking her off her feet but before she could recover, Neo bashed her in the face with Hush's parasol shield.

Neo dashed forward like a fencer, thrusting Hush several times at Anastasia who dodged all the jabs before slamming both chakrams into the parasol shield. She changed the Dust in her weapons' chambers to Combustion Dust and pulled both triggers, resulting in a blast that sent Neo flying and crashing upside down onto the packed snow.

Just as Anastasia was about to press her attack, she hastily parried a swing from Gembreaker's sword form which was aimed at her head. Amethyst forced her back a few steps and began exchanging a furious series of strikes that Anastasia could barely fight off while the pair of Schnee sisters dueled Steppenwolffe fiercely with Lefko mauling any Grimm that tried to get too close to his owners. Klein provided some welcome help from nearby, using an antique but still deadly rifle to blow away any soulless beast that turned in his direction.

Winter surged against the Faunus Grimm Commander, blocking his attacks with her sabres before elbowing him beneath the chest only for Steppenwolffe to hit back with a chop to her neck. The elder Schnee sister quickly rolled aside, allowing Weiss to knee her opponent in the stomach but cried out as he grabbed her by the neck and forcefully twisted her around, but the younger Schnee spun into it and stabbed out at him with Myrtenaster. Steppenwolffe managed to parry a quartet of strikes until Winter dealt a painful slash across his shoulder.

He hissed in pain from the wound before the aura healed it, he then thrust his blade forward with enough force to knock Winter's shorter sword out of her hand, before angling to deliver a killing slash. Winter managed to sidestep out of the way, but she wasn't fast enough to have her arm grabbed by Steppenwolffe who twisted her around while avoiding Weiss's own thrust attack with Myrtenaster. The Grimm Commander quickly moved himself behind Winter and sliced his sword dangerously close to her neck, but her aura luckily held by flaring brightly before she elbowed him in the face and then threw herself forwards, flipping Steppenwolffe over. He went over and landed onto the icy ground, spinning around as he got to his feet and striking out just in time to deflect Weiss's next attacks.

Steppenwolffe fended off attacks from the sisters before he swung his sword at Weiss' legs, which she jumped over but he moved so fast that she had to parry him twice as he got up and she missed his third attack, which cut a mean gash across the hip of her coat, her aura flaring from the blade touching her skin. Steppenwolffe pivoted to protect himself from Winter, parrying her attacks before Weiss joined in, forcing him back.

The Wolf Faunus slashed at the sisters, who parried and struck back with equal fervor until Steppenwolffe grabbed Weiss by the ponytail and roughly threw her to the ground as he parried another swing from Winter. The duelists clashed several times until Steppenwolffe blocked Winter's sword and knocked her off her feet with an uppercut. He turned just in time to meet Myrtenaster's tip slashing across his chest, his aura flaring up as he staggered away from Weiss.

Weiss drove him backwards, distracting him enough that he didn't see Winter getting up. The elder sister slashed Steppenwolffe across the back, he howled in surprise as his aura flared up again and Weiss, taking advantage of the opportunity, sliced a cut down his right leg, aura flaring brightly.

Growling, Steppenwolffe leapt away and turned to face them. "I admit, you're not the easy kills I had hoped for, but that'll make my victory all the sweeter."

The sisters said nothing, they simply threw themselves at the Grimm Commander, attacking with expert swings and thrusts, forcing him to go on the defensive again. He struck at Weiss hard enough to make her stagger back before he protected himself from several of Winter's attacks. Weiss recovered and charged at him, but he parried her swings before maneuvering into a position where he could fend off both sisters. He managed to block an attack from both of them at once and then kicked Winter in the chin before Weiss grabbed him by the arm and bashed Myrtenaster across his side, knocking him to the ground.

As the sisters fought, Klein did his best to keep the Grimm away, blasting them with the old but powerful gun he had chosen. He blasted a Jackalope into nothing as Lefko launched into an Ursa, knocking it onto its back as he bit into its neck while his sharp claws dragged down its body, cutting it open as causing it to fade away as it thrashed violently. Lefko landed on all fours before running towards a Beowolf, biting into its right knee and ripping the entire lower leg off, causing the Beowolf to fall. Before the Grimm could roll onto its front and crawl after the white tiger, Klein finished it by blowing off its head.

The head of the manor's staff couldn't help but smile as he watched Lefko pounce on a Jackalope and kill it with one bite. Clearly the defense training the tiger had undergone was worth every lien. Klein himself had taken a few bites and slashes during the battle, but he was able to hold on, even though his Aura was lacking compared to those he was fighting alongside.

Lefko's ears perked up when he heard Weiss fall onto her stomach due to a sweeping kick from Steppenwolffe and he followed it up by stomping on her back while fending off Winter. He managed to get his sword past Winter's defenses, slamming the hilt into her cheek and knocking her off balance.

Steppenwolffe went to slam his sword into Weiss' head but when he heard Lefko bounding towards him, he gasped and backed away. Lefko swiped at Steppenwolffe with deadly claws and he swung his sword at the large feline, managing to score a hit down Lefko's left front leg. The tiger roared in pain as his aura flared, he reared up on his hindlegs and tried to slam his body down on Steppenwolffe, but the Grimm Commander managed to get almost entirely clear.

Lefko managed to snag Steppenwolffe's shrouded hood with his left claws, tearing it off of the Wolf Faunus' head, revealing a horribly scarred head. Steppenwolffe cut Lefko across the flank, making the tiger cry out again as he recoiled while Weiss forced herself up and slashed the Grimm Commander across his chest, knocking him into the side of manor's front wall.

"I understand you hate me, but leave my pet out of this!" She warned him as Lefko growled, "What happened to your head?"

"A combination of things; some are wounds from the great war, Sheer Kaa and I would have died had Salem not found us. When we were thawed out of cryogenic sleep we underwent surgeries to become Grimm Commanders, mine didn't go so smoothly," Steppenwolffe said, gesturing to faded stitches and scars on his head.

He saw a Beringel close by and used his powers to draw it in. The Beringel leapt through the trees and Klein found himself being plowed over by the beast. Steppenwolffe took advantage of this to attack Weiss, only for Winter to intercept the attack.

"Lefko, take care of that Grimm!" Winter ordered. Lefko obeyed and went off to confront the ape Grimm as Klein got up and began shooting at it while the sisters kept dueling the Grimm Commander.

Nearby, Mercury did his best to dodge or block Sun's attacks as the Monkey Faunus assaulted him with an onslaught from Ruyi and Jingu Bang.

"Guess you're not too happy to be part of the amputee club, huh?" Mercury joked as he backflipped away, his robotic feet firing into Sun's torso and blowing him back. Sun rolled out of the way before Mercury could stomp on him and he kicked Mercury's side, knocking him over.

"A little, I'm more pissed off at the guy who framed one of my girlfriends!" Sun snapped as he jolted forward and slammed Mercury's head into the ground.

"What?!" Mercury cried before he kneed Sun in the gut and then socked him in the cheek, "Girlfriends? Plural?"

Sun smirked "Yeah. I'm one lucky monkey." He said as he jumped away from a slamming kick from Mercury. Acting quickly, Sun combined his gunchakus into their staff form and swung it up hard, clobbering Mercury in the chin and sending him flying high enough to collide with a Lechuza. Mercury flipped in midair, landing on his feet and sliding a little before he sprung back into action, blocking a punch from Sun.

Meanwhile, Blake and Emerald exchanged blows, Blake using Gambol Shroud's katana form to deflect the shots from Emerald. The thief ducked under a swing of the sword before striking back with the sickles on the Thief's Respites, which Blake managed to parry at first until she she attempted to jab her blade down at Emerald's leg, only for the illusionist to slam down both her sickle guns, pinning Gambol Shroud to the snowy ground. Emerald lifted herself up and managed to land a spin kick on Blake's face. Blake threw herself back, using the force of the kick to flip herself back and kick Emerald in the chin.

Neptune, who had been fighting the Grimm, noticed Emerald land close to him and he began shooting at her with TriHard. Emerald rolled away from the Dust blasts before she sprung to her feet and began firing at both Blake and Neptune. She got close enough to the bluenette and bashed the side of his head with the left Thief's Respite before she grabbed and flung him towards Mercury, who was still dealing with Sun but took the time to kick Neptune hard in the chest.

Emerald focused her attention on Blake once again, shooting her knees and causing her to trip. Emerald darted towards Blake and moved to slam her twin sickles down, only for Blake's form to shatter into an ice copy created by the Cat Faunus' Semblance.

Blake got behind Emerald and wrapped her up with Gambol Shroud's kusarigama before sending her spinning towards Sun and Mercury. "Sun!" She called.

Sun saw this and knew just what to do. He backed away from Mercury and created two powered-up Via Sun clones who raced forward and burst against Cinder's disciples, blowing them both away. Mercury quickly recovered, after wiping snow from his jacket he blasted himself forwards with his gun boots and grabbed Sun, the pair struggling for dominance until Mercury slipped behind and kicked Sun hard in the back. The Monkey Faunus was sent hurtling towards Emerald who slashed her sickles down his chest, opening up his coat. Mercury then grabbed him and threw him towards Amethyst, who was knocked onto her side by the out of control Monkey Faunus.

Anastasia grinned as she saw her opportunity, she parried Neo's attack before sending her flying by slamming a wave of Electric Dust at her from her other chakram. She went to attack Amethyst but Blake sent an Electric Clone of herself at Emerald, causing the thief to let out a shuddering scream of pain until Blake rammed her towards Anastasia, knocking Salem's disciple on her back with the mint-haired illusionist groaning atop her.

Mercury kicked Blake, but she leaned back to avoid it and Neptune rammed TriHard's trident form into Mercury's back. The only son of Marcus Black turned and jumped high, aiming his left foot back and his right foot forwards, shooting at both Blake and Neptune. Blake was hit in the chest and staggered as Mercury assaulted Neptune, kicking his chest several times before he grabbed the bluenette by the coat and hurled him towards the recovering Amethyst and Sun, knocking them both down again.

Emerald tried to get up, only to be kicked in the chest by Neo, who Anastasia launched herself into, headbutting the mismatched girl in the stomach before she jumped up and ran at the still recovering Amethyst. She grabbed the Spring Maiden harshly as she got behind her after hooking one chakram to her belt.

Amethyst gasped as she felt the remaining chakram held against her throat while Anastasia's other hand came towards her face and she saw a hole opening up inside of the blonde's hand, a disgusting, insectoid Grimm Parasite emerging. She let out a high-pitched cry before she kicked back at Anastasia's knee, elbowed her in the gut and then tossed her over head.

Anastasia grunted as she managed to land on her feet and sent a powerful wave of exploding Combustion Dust at the Spring Maiden, who dodged it just in time before she blocked a fierce kick from the blonde.

Amethyst held onto Anastasia's leg and shouted "Get her, boys!"

Sun and Neptune ran to attack her, but Anastasia just smirked and dodged their weapons before grabbing their wrists and activating her Aura Drain Semblance. Both Sun and Neptune began to groan as they felt an awful numbness spreading throughout their bodies as she began absorbing their auras. Amethyst realized what she was doing and threw herself forward, slamming Gembreaker's sword form against the blonde's chest, making her scream as she released Sun and Neptune.

Blake and Neo faced off against Emerald and Mercury when the Cat Faunus' ears twitched and she picked up a foul scent. "Catoblepases!" She cried, pointing at the bovine Grimm lumbering towards them.

Amethyst turned, transforming Gembreaker into its bow form and fired numerous glowing arrows at the disease spreading Grimm, helped by Blake and Emerald shooting at them. The Spring Maiden had imbued her arrows with her Maiden powers, so thick vines shot out from the arrows as they became lodged in the skin of the Catoblepases, ensnaring them and stopping them in their tracks. Emerald and Blake's gunfire was enough to kill them, causing the Grimm to die and fade away, but the awful gunk they left behind caused the vines to shrivel and die.

As this happened, Sun and Neptune kept Anastasia busy, being sure to keep clear of her hands. Mercury moved to attack Sun, but the Monkey Faunus noticed him and abruptly turned, whipping his metal tail into Mercury and sending him flying into Emerald. With the Catoblepases eliminated, Amethyst pivoted and fired arrows at her rival, who was just barely able to block them in time as Blake, Sun, Neo and Neptune focused their attention on Emerald and Mercury, firing on them and forcing them to retreat.

"I'll go after them!" Neptune said before he ran off, following the pair into the chaotic battle.

"Good, now we can focus on blondie," Neo said as she and the Faunus duo turned to see Amethyst and Anastasia battling fiercely. Neo went to help while the Faunus pair saw some Sabers charging, so took some time out to deal with them.

Amethyst and Anastasia swung their weapons at one another, clashing twenty-two times before Neo tried to attack Anastasia from behind by bashing Hush's shield mode, but the blonde sidestepped it and struck Neo with Gravity Dust from her Chakrams, sending Neo flying towards and crashing into Klein. Anastasia ducked under a swing of Gembreaker before she slammed the back of her fist into Amethyst's face.

Normally, Anastasia would have seized the opportunity to attack the Spring Maiden, but she was still feeling quite vindictive towards Neo for what she pulled at Mantle. She sent an arc of hardened Rock Dust flying at her, only for Klein to shove her out of the way and take the attack himself.

"Klein!" Cried Sun as he finished off the last Saber. He lowered his staff down for Blake to step on and then sent her soaring through the air, her boot colliding hard into Anastasia's face.

Anastasia cried out, covering her face with both hands, but used one hand to press a button on her bracelet, which alerted any nearby Grimm Knights that she needed them. She snarled savagely at Blake, "Faunus bitch!"

She moved to attack Blake, only to be tripped up by Sun, who whacked his staff into her knees. Anastasia shimmied backwards as Amethyst and the Faunus began to surround her.

"Give up now and maybe the councils will go easy on you." Amethyst advised with a glare.

Anastasia scoffed as she stood up, "In your dreams, Maiden," Just then a pair of Grimm Knights flew down from the sky, landing on either side of the blonde woman. Grinning darkly, she said "Deal with the Faunus, the Maiden is mine!"

---

From their cover on the other side of the wide driveway, Central and Fieros rolled grenades containing explosive Ice Dust towards a horde of various Grimm charging towards the manor. The grenades went off, entrapping some of the Grimm in a shroud of ice while also creating a slick surface which caused other Grimm to lose their balance and fall. The Atlesian soldiers, seizing the opportunity, managed to pick them off with ease with a series of assault rifle fire.

"Keep up your fire! Don't stop until they're all dead!" A captain shouted as he fired his rifle at the soulless beasts, blasting a roaring Beowolf through its neck. Numerous Grimm fell to the bullets and laserfire expelled from the weapons of the Atlesian soldiers and Atlesian Knight-300s, though the more heavily armored Grimm managed to withstand the firepower thrown at them as they closed in, smashing into the barricades and clawing at the military troopers.

Penny saved a pair of soldiers by jumping over them and sliding in, while using two of her Floating Array's swords to slice a roaring Ursa into three pieces before she spun around swiftly and let loose a powerful green blast of green laser energy that eliminated several Jackalopes, a few Beowolves and a trio of wounded Vampires.

The female android and the Atlesian soldiers were suddenly bracketed by bullets and laser fire from a number of Grimm Knights, even as a Manticore tried to dive bomb them while roaring ferociously with its sharp claws outstretched. N1CK3L swiftly intervened, searing holes through its wings and blasting off its claws with his twin beam rifles. The winged beast roared in what passed for surprise and began to fly away, but it didn't get very far as both android siblings as well as Invictus, Fieros and a number of soldiers all concentrated their fire from beneath and sent the Grimm beast to oblivion.

The android girl smiled at her brother, who delivered a stiff smile of his own in return behind the helmet of his battlesuit before he sprinted back into the battle, blasting himself into the air with the built-in thrusters of his Mark II Full Armor Defense System. He came down in the middle of a large horde of Grimm, firing his weapons downwards and wiping out a swathe of them as he landed with a loud crunching sound before continuing to unload his arsenal of weapons at the Grimm that surrounded him. N1CK3L dodged a slash from an alpha Beowolf and slammed his laser rifle into its maw, blasting a few holes in it. The other Grimm beasts tried to swarm him, but it was no use as the Enhanced Tactical Android's weapons reduced them to clouds of fading black dust.

Javelin fired his sniper rifle repeatedly from behind the cover of the armored, parked Swift Wing to cover the other Omega Troopers by taking down as many dangerous-looking Grimm as he could that were trying to rush them. Suddenly a warning flashed up on his helmet's heads-up display and he ducked, the armored form of Stone Claw narrowly flying past him. The Eternal Warrior landed with a grunt of pain as he crashed against the steps leading up to the Schnee Manor's main entrance, his aura flickering slightly.

"You okay?" Javelin shouted as he slid back into cover to reload, as he glanced back at the recovering Remnant Knight.

"I've had worse fighting agents of the Spider back in Mistral…I think," Stone Claw replied as he forced himself up and stormed over to rejoin his fellow Knights and Dr. Eastwood in the fight against Hazel.

Argentius hit the icy ground, a grunt escaping him as he opened his silver eyes behind his helmet lenses to see Hazel slamming his powerful upper limbs into the Knights who were fighting him, their weapons bouncing off his seemingly invincible skin. Blows that would have killed Grimm outright only caused Hazel's aura to flare only slightly in response to their efforts, while receiving bone-breaking punches in return.

Eastwood ran at Hazel, firing away as he leapt to avoid a powerful punch from the muscular man. The Huntsman landed on his right side and rolled onto his back, sliding on the icy driveway as he continued firing the guns in his hands and on the remaining arms of Six Shooter, managing to distract Hazel enough for Snow Blade to slam the flat of his double-edged broadsword against Rainart's face before kicking him in the knee with his armored boots. Hazel grunted as he stumbled, and the Winter Templar Vanguard brought his broadsword around in a two-handed grip and pressed it against Hazel's neck.

Hazel growled as Snow Blade pushed the edge of his broadsword against his neck harder, teeth gritted with effort behind his helmet as he endured the punches from the renegade Huntsman. The other Knights did what they could to help, with Wind Runner firing Cyclone Caress into Hazel's side, with Soul Seer, Steel Punch, Flame Weaver, Hawk Shot and Spear Dancer all laying into him once, chipping away at his surplus aura.

Argentius got his legs underneath him just as a pair of Tarantula Widows skittered towards the group of battling Remnant Knights, which were clearly sent by Anansi with the intention of seriously wounding them. The Knight Champion quickly vocalized a command through the private communication channel used by the Remnant Knights before opening up his visor and unleashing the power of his Silver Eyes, turning the pair of dangerous Spider Grimm to stone while also petrifying any other Grimm creatures unfortunate enough to be in the vicinity.

Hazel let out a roar of fury as he knocked away Wind Runner with a brutal bodyslam before punching Flame Weaver which sent him flying into an Atlesian Knight with a crash. He forced Snow Blade's broadsword away from his neck before grabbing the Knight Vanguard by his gorget, pulling him clear off the ground and then used the Winter Templar's body as a melee weapon and smashed him into Spear Dancer, Steel Punch and Hawk Shot. Soul Seer managed to dodge in time, throwing out a spell that cushioned the other Remnant Knights from any serious injury. Snow Blade struggled to pry himself from Hazel's tight grip, punching the latter's face with his other gauntlet repetitively until Salem's agent brutally punched the Knight Vanguard's chestplate five times and then threw him onto the ground, followed by stomping on him.

Argentius didn't hesitate to throw himself at the larger adversary, blasting him with Iconoclast's shotgun configuration before transforming it into its double-bladed scythe form and swinging it into Hazel's chest which severely damaged his aura. Hazel released another rage-filled roar as he power kicked Snow Blade away and managed to punch the Knight Champion in the chest when he was bringing up his weapon in an upwards diagonal swing. The force of the punch was so powerful that Argentius was sent flying clear, until he collided into the Schnee-emblem fountain and broke several chunks off it from the hard impact.

Argentius panted a little heavily as he looked down, seeing that his Aegis armor was slightly dented. Snow Blade's own suit of armor was even more badly damaged, showing clear cracks among the pristine white and grey plates. Despite their efforts, Hazel was proving to be such a formidable opponent that the Knight Champion was seriously considering whether they should have the Andromeda or the Breath of the Wild airstrike him. Nonetheless; fighting against Salem's agents was still their duty, and so Argentius forced himself back up, took a deep breath and fearlessly renewed his assault.

---

Not too far away, the members of Team Beacon who had stayed behind were valiantly fighting the evil army attempting to lay siege to the Schnee estate.

Neptune had lost track of Emerald and Mercury in the chaos and found himself close to Sage and Scarlet. He saw a large Beowolf letting out a roar as it charged at him, so he switched the Dust inside of TriHard to the electric type before he stabbed it up in its trident form, impaling the Grimm through the neck while electrocuting it. Neptune ripped his weapon out, switched to Gravity Dust and used it to blast himself up into the air, where he began shooting down Vampires, Scavengers and Lechuzas, as well as shooting off one head of a Ziraph.

Grimm began moving towards him, but his teammates came to help; Sage fired away with Pilgrim's rifle mode, finishing off the Ziraph while helping Neptune and Scarlet shoot down other Ziraphs, along with Beowolves, Jackalopes and Sabers. Sage took out a few vials of Gravity Dust and threw them into the middle of the Grimm horde. He took careful aim and fired, blasting the vials and igniting the Gravity Dust, causing the beasts to float up into the air, helplessly slashing out with their claws.

"Throw me!" Called Scarlet as he ran forward. Sage and Neptune both knelt and offered him their hands, he stepped on them and they quickly shot up and threw him at the collection of floating Grimm. Gliding forward, Scarlet slashed at the Grimm with Darling, slicing open their underbellies and necks while Neptune and Sage opened fire from below.

Scarlet spotted a trio of Catoblepases lumbering towards them, so he twirled around and fired Hook, ensnaring a floating Boarbatusk. Using all his strength, Scarlet flung the boar Grimm out of the low-gravity field and sent it hurtling towards the disease-spreading Grimm, it collided with one of them, both Grimm exploding. The other two cow Grimm let out angry bellows before Scarlet took aim and shot, blasting them through their heads and eyes before he glided down towards a Beowolf, kicking it in the head hard before swinging Darling hard enough to remove the top of its head.

A Saber snarled loudly as it moved to pounce on Scarlet, only for Sage to blast it to dust from behind, shooting his partner a thumbs-up.

Yatsuhashi saw what Central had done earlier, so decided to borrow the idea. He loaded up Ice Dust inside of Kyodiana Buredo's Dust chamber inside its large hilt. He slammed it down onto the driveway, creating another meters long patch of ice that trapped some Grimm.

"Velvet, cover me!" He called to his girlfriend and partner, who quickly caught onto his plan. Using Anesidora, she created a copy of Crescent Rose as Yatsuhashi jumped onto the long icy path he had created and allowed himself to slide, spinning around and using his heavy greatsword to cut down any Grimm that got too close to him. Grimm were cut in half, lost limbs or their heads, with Velvet using the recreation of Ruby's weapon in its sniper rifle mode to gun down anything that came at her beloved, blasting off heads and legs or blowing holes through torsos.

Yatsuhashi came to the end of the ice and swung up his greatsword, slicing an Ursa in half lengthways before a Saber leapt at him, claws getting dangerously close to his face as he shifted his weight to the right and managed to get Kyodiana Buredo into the right position, slicing the beast in half from its mouth down to its tail.

Another Saber attempted to lunge at Velvet from the side but the Rabbit Faunus spun out of the way, transforming the Crescent Rose copy into its scythe form to decapitate it before she jumped down and had Anesidora replace Crescent Rose with copies of Ruyi and Jingu Bang. She clobbered the hard light nunchaku into a Beowolf, sending it towards Yatsuhashi who easily cut it apart.

Nearby, Fox moved as swiftly as his namesake, using the Sharp Retributions, enhanced with Fire Dust, to kill Grimm. He slashed the left arm blade up at a Beowolf, which tried to protect itself with its bone-spiked arms, but the hot edge of the blade sliced through the armor, cutting off the arms before Fox cleaved the Grimm's head in half. He then leapt over a charging Ursa, landing atop the beast before he pivoted around and buried both blades into the beast's back, the sharp tips bursting out of the Bear Grimm's chest, the heat from the Fire Dust lighting its insides on fire.

He jumped off the fading Ursa, cutting off the legs of a swooping Razorwing before landing near a group of Ziraphs. He dashed away from their heads shooting down to bite him, running under their legs and slicing through them, making quick work of the three-headed Grimm. Some tried to give chase, only to be gunned down by Coco.

Coco inserted a fresh ammo chain into Gianduja as a trio of Beringels tried to rush her, only to be completely obliterated by a powerful barrage from the fashionista's weapon, their limbs being blasted off. Coco grinned before she opened fire on the airborne Grimm to keep them from dive bombing her teammates, the Knights, guards and soldiers.

She suddenly caught sight of Emerald, taking cover behind a pine tree alongside the driveway and was taking aim at Velvet with Thief's Respites. "No you don't, you sneaky…" She fired on the thief, the powerful bullets ripping through the three's bark and branches, sending snow and pine needles falling onto the illusionist while Velvet and Yatsuhashi whipped around and spotted her.

Emerald fired at them, blasting Velvet in the shoulder, while her aura protected her the impact was still enough to knock her down as Emerald ran for it, just barely outrunning Coco's gunfire.

Yatsuhashi knelt down to make sure his partner was unharmed. "I'm fine, I'm all right," She assured him, noticing a Saber prowling behind him, ready to pounce.

"That's a relief," He said with a small smile, before Velvet suddenly used Anesidora to create a copy of Milo's javelin form, impaling the tiger Grimm as it leapt to attack Yatsuhashi, the hard light javelin impaling its head. Yatsuhashi's eyes widened before he looked back at his girlfriend and offered "Thank you, that was close."

Velvet smiled, "You'll have to pay attention to the fight, not my pretty face."

"I'll try." He replied with a smile of his own as he got up, using his greatsword to deflect laserfire from Grimm Knights.

Soul Seer had thrown up a powerful shield spell that took a devastating punch from Hazel, which unfortunately knocked her into the path of a few charging Grimm Beowolves, but Dr. Eastwood blasted them down with his guns before turning to look over his shoulder to make sure that the Chief Prognosticator was all right.

"Still in the fight, magic lady?" He asked

"I'm fine, Dr. Eastwood, my gratitude for your concern." Soul Seer assured him before she used Life's Requiem to shoot out a magical blast at a dive-bombing Griffon. Eastwood helped her, the bullets from his remaining guns ripping through the Griffon's wings and underside which caused it to crash into the snow, bursting into black dust after expelling a swift death cry.

"Just wanna make sure you're okay ma'am," Eastwood replied as he turned around quickly to face the hordes of Grimm creatures approaching in their direction, "Besides, I don't think I'll be of much help dealing with Hazel, so I'll hold off the Grimm and make sure you can do whatever you need to do."

"On your own?" Soul Seer questioned as she glanced back at her fellow Knights still locked in combat with Hazel.

The Medic Huntsman smirked at the Chief Prognosticator before he suddenly whipped around, his fingers as well as those of Six Shooter's robotic fingers resting on the weapons' triggers. Activating his Semblance, time seemed to slow down around Eastwood as he took aim at the Beowolves, Beringels, Sabers, Vampires, Razorwings and Jackalopes all running or flying towards them.

Eastwood fired, and from Soul Seer's point of view he seemed to move supernaturally fast, unloading his guns at such high speeds that even the Chief Prognosticator of the Knight Order could not help but be impressed. Especially when she witnessed over two dozen Grimm beasts of varying species all riddled with bullets and soon faded away with dying cries and howls.

"On my own," He answered with a smile even as the upper right hand of Six Shooter shot at a Jackalope that tried to sneak up on him from his right flank, "Just do me a small favor; try to take Hazel alive if you can. He isn't an evil man, and if he's working for Salem and her associates it's not willingly."

Soul Seer gripped her staff's haft tighter, "I understand, and I shall do my best doctor. Good luck and stay safe." She replied before she ran to rejoin her elder brother and the other battling Remnant Knights.

Eastwood found himself smiling as he spun his remaining guns around, just as more Grimm creatures approached him which included the ones that were dying from bullet wounds. He let out an annoyed sound as he eyed the soulless beasts converging on him, "All right, I haven't lost my temper in a long time, but you pests? Well, you're really testing my easy going nature."

He lifted his guns just as the Grimm horde charged, opening fire once more without a hint of hesitation.

Meanwhile back with Coco, the minigun-wielding fashionista returned fire at a pair of Grimm Knights that strafed lasers at her. One managed to fly off but she managed to nail the other with a burst of bullets, causing sparks to shoot from its ruptured armor before its jetpack exploded. It fell to the ground, landing on all fours before straightening up and continued firing at her.

Suddenly it was hit by a salvo of missiles, and blew up in a ball of expanding fire and shrapnel.

Coco looked over to see Invictus lowering his multi-missile launcher, who had destroyed the enemy robot by shooting at its heavily damaged jetpack. He waved at her and she waved back, only for an alpha Beowolf to suddenly tackle the Polar Bear Faunus, causing him to drop his weapon.

The Omega Trooper managed to hold it back with his gauntlets, keeping the huge Beowolf's sharp teeth from biting down onto his armor. He managed to wrap one strong hand around its neck while gripping firmly onto its spiky shoulder, and with a loud roar he ripped off the beast's head.

Coco whistled in awe, she hadn't seen raw strength like that since Yatsuhashi, and that's saying something. Then she quickly returned her attention to the various Grimm creatures and Grimm Knights in their surroundings even as Fieros sprinted over to check on his teammate.

"You good?" The Omega Trooper holding the plasma repeater asked.

"Nothing I can't handle, Fieros." Invictus answered before he noticed a shadow being cast over them, backlit by the scattered flames. They both turned to see Anansi clinging to the side of the Schnee Manor like something out of an arachnophobe's worst nightmare. Despite his military training Fieros let out a brief cry of shock before opening fire with several blue plasma blasts at the Grimm Commander, but Anansi threw himself off the building and crashed into him. Salem's operative tried to jab the Omega Trooper with his prosthetic legs, but Fieros fended him off with a combat knife just as Invictus charged in with a punch at the ready. Hearing Fiero's teammate charging across the snow-covered ground, Anansi sprung away and blinding the Polar Bear Faunus with a web glob to his helmet's faceplate.

Coco saw this and opened fire on Anansi, forcing him to retreat but he used his Grimm Commander powers to take control of some Boarbatuks, sending them charging at the fashionista which forced Coco to hurriedly change targets.

Central sprinted over to his teammates, pulling Ferios to his booted feet before turning and ripping the webbing off of Invictus's armored helmet. "You good, Omega Six?" He shot down a couple of Beowolves while Invictus slapped his helmet a few times.

"I'm fi-INCOMING!" Invictus shouted as they all turned and saw Mercury sprinting towards them. The silver-haired assassin launched himself into the air with blasts from his robotic feet and came down with spinning kicks at the trio. He landed on the frost-covered ground, ducking to avoid a burst of assault rifle fire from Central before delivering a reverse-roundhouse kick that knocked Central's aim askew before drop-kicking him into Fieros, sending them both crashing into an armored heap.

Mercury dodged a brutal haymaker from Invictus before kicking him in the stomach, staggering the Heavy Weapons Specialist a little. He then dished out a high kick to fire on the Polar Bear Faunus, only for Invictus to grab him by the leg, pull him close and slam his armored fist into Mercury's stomach. The delivered blow was so forceful that it sent the silver-haired thug careening outwards with a shocked cry and crashing into a Beringel.

Mercury let out a cry of surprise and fear as the gorilla Grimm turned in his direction and snarled at him, but it didn't move to attack him. Turning his head, Cinder's disciple saw Anansi reappearing some distance away and using his influence to hold the Beringel back from attacking him. "Move it, you fool!" The Grimm Commander of the Spiders snapped.

"I wouldn't do that if I were you." Central said sternly through his helmet speakers as Shocker shortly joined them, the four members of Task Force Omega aiming their weapons at the two.

Anansi's eyes instantly shone red as he mentally commanded the Beringel to leap over Mercury and attack the four Omega Troopers but they all immediately shot at it. Their combined firepower proved enough to blow the Gorilla Grimm to smithereens, but the distraction was enough to allow Salem's agents to put some distance between them.

Central quickly took aim with his assault rifle, finger ready to squeeze the trigger when a number of heavily-armored Grimm Knights led by Sherizawa fired at them, the latter unexpectedly landing into their midst and smashing his heavy metal fist into Fieros. Invictus avoided the subsequent swing and grabbed the Atlas Armor's fist, holding it away as both Central and Shocker unloaded their weapons fire at Sherizawa's chest and helmet.

Sherizawa used the armor's other hand to grab Invictus by the helmet, then swung the Polar Bear Faunus around and threw him outwards, causing the large Omega Trooper to crash against a shielded window, denting the metal plating. From his position behind the armored Swift Wing, Javelin assisted his team by shooting the Atlas Armor, targeting the joints whenever he could, but Sherizawa shot back with the guns built into his armor which forced the sniper to duck back into cover to hide from the bullets coming his way. Sherizawa then swung his fist around and smashed it into Shocker, knocking him away but he left himself open from behind which was enough for Central to run forward and climbed up onto the back of the Atlas Armor.

Central grabbed onto Sherizawa's backplate with one gauntlet before firing his multi-purpose assault rifle at point blank range, disrupting the Atlas Armor's interior systems and causing Sherizwa to fall to his knees. Invictus got back up, moving to help his commander when a Grimm Saber leapt at him. The Faunus managed to grab it and spun around before sending the tiger Grimm flying at Sherizawa, who cried out as the Saber collided with his armor. The Grimm beast flailed its claws wildly before Central killed it with a burst of bullets from his assault rifle just as Mercury rejoined the fray.

Mercury slammed into Central with his robotic legs, sending the Commander of Task Force Omega tumbling off the Atlas Armor. Before Central could do anything, he received a stomping courtesy of Cinder's disciple on his armored body and simultaneously being blasted by Mercury's weaponized boots a few more times before Shocker recovered and slammed the stun-baton features of his twin guns into Mercury's chest which caused his aura to flare slightly. Mercury tried to retaliate with a roundhouse kick but Shocker elbowed him on the chest and grabbed the assassin's neck and drove a fist into his face, then tossing him away as hard as he could while a recovering Fieros unloaded shot after shot from his plasma repeater at the Atlas Armor like there was no tomorrow.

Invictus retrieved his missile launcher and fired it at Sherizawa, who managed to duck just in time, allowing the missile to zoom away and explode against a tree on the edge of the forest. Sherizawa felt more blue plasma blasts rain against his armor, just as Fieros ran around him while firing his plasma repeater with impunity. Suddenly Sherizawa shot out a fist and grabbed Fieros by the arm, knocking away his weapon and savagely battering him into his teammates.

Fieros screamed in agony through his helmet as Sherizawa used him like a flail, His aura was flaring up all over his body with each impact, especially on his arm that Sherizawa was gripping painfully hard until his aura finally shattered. With a loud snap his arm broke, causing the Omega Trooper to let out a horrible scream.

After being hit by the wounded Fieros, Central landed onto his back, only to see the Knight Vanguard Snow Blade kneeling over him. The Knight Vanguard of the Winter Templar grabbed a pair of Ice Dust grenades from his belt and lobbed them at the legs of Sherizawa's Atlas Armor, which ensnared them in an icy prison once they detonated in billowing clouds of ice.

Sherizawa released Fieros and pointed his guns downward to blast himself free of the ice, taking his eyes off his opponent for a moment. Snow Blade charged forward and swung his broadsword as hard as he could into the Atlas Armor's chest, the blow making Sherizawa stumble back as it cracked the torso armor plates just as Invictus opened fire with his missile launcher, blasting Sherizawa off his feet and into the air before crashing down with fire and smoke wafting from his battlesuit.

Shocker ran over to to tend to Fiero's injuries while Central and Javelin poured fire with their respective weapons on the downed Atlas Armor, only checking their fire when Snow Blade slashed and cut with his broadsword at the armored suit, each blow chipping away chunks of armor plating.

"Can you breathe?" Shocker asked as he looked Fieros over while trying not to look at his broken arm which was leaking blood into the snow around them, "Where do you feel the most hurt?"

"It…hurts to breathe, I think my ribs are cracked," Fieros answered through pained gasps for air, even as Shocker stabbed two doses of morphine into his fellow Omega Trooper, "...right arm's definitely broken…"

Invictus reloaded his missile launcher as Sherizawa stumbled to his feet, kicking Snow Blade in the torso before he tried to put some space between them. The Polar Bear Faunus muttered an angry curse before firing a pair of missiles into the back of Sherizawa's battle suit. The explosion caused him to slam violently into the churned up ground, scattering armor shards as well as sending snow and dirt spraying into the air.

"Hope that hurts, you bastard!" Javelin shouted as he fired another round from his sniper rifle that chipped off a piece of armor dangerously close to Sherizawa's helmet.

"What's Omega Seven's status?" Central asked Shocker as he skidded to a halt near them.

"Looks bad, Commander." Shocker reported as he turned Fieros slightly to spray some medical foam on the broken arm, "His aura is shattered, and some of his ribs are broken. We've gotta move him into the manor asap."

"Don't pull me out! I can still fight!" Fieros insisted, bringing up his plasma repeater.

"The hell you can," Central rebuked in a stern manner, "Invictus, help get him inside, we'll cover you."

Wordlessly, Invictus gently lifted up his wounded teammate and followed Shocker inside the Schnee Manor as Central and Javelin fired at the remaining Grimm creatures and Grimm Knights.

"Thank you for the help," Central spoke to Snow Blade through his helmet's external speakers even as he cut down a Lechuza that attempted to attack Javelin, "We owe you."

"Think nothing of it, Commander Central. It's my duty to fight and protect the people of Remnant, even fellow warriors who oppose Salem and her agents." The Winter Templar replied before he ran off to continue helping in the battle against Hazel.

The Knight Vanguard came across both Argentius and Soul Seer who were covering some retreating Atlesian soldiers that were carrying their wounded comrades into the relative safety of the huge manor. Soul Seer waved her staff at Hazel and several magical circles appeared in the air to blast out beams of energy at him, the latter of which was dodging various sword swings and gunfire from both Remnant Knights and Atlesian Knights respectively, and despite her usually good aim Hazel managed to avoid some of those blasts and what few hits that impacted onto him did little damage to his seemingly endless aura reserve.

"The way Rainart has honed his endurance skills is incredible, I'll give him that," Soul Seer remarked.

"I can't really argue with that, sister. If only we have someone like him on our side," Argentius agreed as he deflected a couple of laser blasts from a larger Grimm Knight variant before sweeping Iconoclast's blades through the enemy robot which promptly fell apart in two halves. He ducked down suddenly, almost nearly knocked down by the rocketing form of Wind Runner, who had gotten a little too close to Hazel while unloading his weapon.

Snow Blade came up from behind them, kneeling along with Soul Seer on either side to make sure Wind Runner was unharmed. "I'm fine, I'm alright…just some dents on my Aegis armor." The Knight Vanguard of the Eternal Warriors assured them as he got up.

"That's good. What about you, Snow Blade?" Argentius asked even as Eastwood joined them, the Huntsman reloading his guns and looking a little worse for wear, his coat torn in numerous places and the arms of Six Shooter having more than a few scratches on them.

"My armor is badly damaged, but I can still fight as well as you," Snow Blade answered, "How are the Maidens fairing?"

"The Spring Maiden is still battling that blonde woman over there," Soul Seer said, gesturing over to the fighting pair over at the other side of the roadway, "And she seems to be holding her own just fine."

"And we also heard from the Resolute a few moments ago that the Summer Maiden is working with both Sharp Strike and Jaune to battle Cinder Fall. However, Fire Walker is trapped under some wreckage during the fight and the ship's support crew are working quickly to free him." Argentius informed them as his younger sister brought down her staff in a slashing motion which sent out a beam of golden light to blast a Razorwing straight through the head.

Suddenly, Soul Seer's eyes glowed as her arms fell to her sides, nearly dropping Life's Requiem. Argentius stiffened as he recognized that his sister was receiving another vision, so quickly helped her crouch down while both Snow Blade and Wind Runner covered them protectively.

Soul Seer let out a groan as she held her head in one gloved hand, murmuring, "No…we have to hurry, they need our help…"

"What's happening?" Eastwood asked, "Is she having a seizure?"

"She's having a vision, seeing into the future," Argentous answered before he gently tilted his sister's face to look at him while asking, "What did you see, Soul Seer?"

"Are either of the remaining Maidens in danger?" Snow Blade questioned.

"N-not from what I saw…but Ruby, Yang and Jaune are. I s-saw Jaune at Cinder's mercy and Ruby as well as Yang hanging off the side of the ship with Callows ready to strike. We need to get up to the Resolute right away! They need our help!" She insisted as she slowly stood up, taking Argentius' vambrace for support.

As if on cue, there was a pair of loud explosions followed by the sound of Dust-powered jet engines racing downwards from overhead. To their horror, the gathered group saw a pair of Atlas Eagles careening uncontrollably towards the ground, with the dread-inspiring form of the Celaeno flying up and away from its newest victims. One of the damaged airships crashed landed not too far away, on the left side of the driveway while the other smashed down beyond the Grimm blockade and skidded across the expansive snow-covered ground. It exploded violently before finally coming to a rest, smoke billowing from the flaming remains, with the pilots' chances of survival being next to none.

"Getting up there won't be easy with all the aerial battles taking place." Wind Runner remarked.

"True, but if anyone can get us to the Resolute, the Knights piloting our stealth ships can," Argentius said before he tapped the side of his helmet, opening a link to the communications frequency with the stealth ships battling the aerial Grimm above, "Dawn Chaser, I know this is very sudden, but Soul Seer and I need you to get us to the Resolute right away!"

As the Knight Champion spoke to the pilot of the stealth prowler Andromeda, Wind Runner leaned close to Snow Blade and said, "Knight Vanguard, we need to protect the Spring Maiden. I know she has certain members of Team Beacon with her as well as that Neo girl, but I'd feel much better if one of us was with her. I'll stay here and help fight Rainart."

Snow Blade nodded, "I'll do everything in my power to keep Amethyst safe, Knight Vanguard. Thank you for giving me this chance, I won't fail you." Wind Runner returned a nod before he left to rejoin the fight against Hazel.

Soul Seer looked at the Winter Templar, her face unsure behind her mask, "Snow Blade, it is not advisable for you to go…the Spring Maiden has Team Beacon." She took a breath, and continued, "I…I also saw you in my vision…you were in great pain, and your armor breaking…"

"Elsa and Kaifin died because of my failure, Soul Seer. The shame of that has been weighing on my soul ever since. This is the redemption I've been hoping for. If I'm to meet my end, I won't run from it," He informed her.

The Chief Prognosticator slowly nodded, "I understand. Then go, Knight Vanguard, and may the spirits of all the Winter Templars go with you. Should my premonition come true and we don't meet again in this life, know that it was an honor to know and fight alongside you."

Snow Blade hesitated for a moment, but nodded back at her, "The feeling is mutual, Soul Seer. I do have one small question though; in your vision, will the Spring Maiden be safe due to my intervention?"

Soul Seer returned his look and nodded, "Yes."

"You have my gratitude." The Knight Vanguard of the Winter Templars bowed his helmet and then ran off, making his way towards the area where Amethyst was battling Anastasia.

The stealth prowler airship Andromeda slowly descended down towards the ground, its weapons firing at any flying Grimm that flew within range. However, it soon caught the attention of several Grimm Knights, which maneuvered away from the lasers and shells as they repeatedly strafed the body and cockpit areas of the large airship, even darting underneath the stealth prowler and shooting at its less armored sections and landing gear.

"Blast those machines," Argentius growled.

"The Andromeda's a big target, its shields will hold but landing's going to be very difficult with those Grimm Knights harassing." Soul Seer observed, before she heard the sound of boots crunching in the snow behind her.

"I can lend a helping hand" Dr. Eastwood mentioned, "I'll draw those 'bots away so you can board the ship."

"Are you sure? They're not to be underestimated, doctor; their armor and aim seem to improve significantly every time they are deployed against us," Argentius added, deflecting a laser shot that was aimed at him.

"Nothing I can't handle," Eastwood assured the Knight Champion, "If you're going up to help the kids, take good care of them. I'd be dishonoring Summer and Raven's memories if I didn't help their daughters. Go!"

Eastwood ran out from cover, activating his Semblance again as he carefully took aim at the robots. Time seemed to slow to a crawl around him as the Huntsman aimed at the shoulder joints of one Grimm Knight and fired a hail of bullets that collided hard against the shoulder of the robot, blowing off its left arm. He then dodged some bullets and lasers flying his way, firing at the other Grimm Knights and removing their heads and midsections while shouting, "Down here, scrap heaps! Try to take me down!"

Several Grimm Knights flew towards him, one quickly falling away as his bullets went through its visor, causing it to fall and crash atop a Ziraph. Eastwood ran to avoid their lasers and shot back with Six Shooter, only to be slammed into from behind by a Grimm Knight. He rolled onto his back as the other Grimm Knights landed nearby and fired away at the second robot's leg and arm joints, blasting it into a pile of sparking body parts. He rolled away from the lasers of the third before emptying his guns into the body at nearly point blank range, blasting smoking holes through its thick armor. The robot fell, twitching and trying to reach for Eastwood, who finished it off by slamming his boot through its broken visor.

Ignoring the crackle of his aura Eastwood saw the Andromeda hover mere feet above the ground, the other Grimm Knights that had been attacking it were now focusing on him even as Argentius and Soul Seer got aboard. The Knight Champion looked back at him and gave him a salute before vanishing up the closing ramp. He smiled and nodded as he fired at the oncoming Grimm Knights, the ones nearest to him immediately returning fire.

This time Eastwood wasn't fast enough. He screamed as burning lasers slammed into his chest and hip, knocking him off his feet as his aura flared brightly while three of Six Shooter's remaining four arms were destroyed, sparks flying from the metal stumps and the severed robotic limbs as they fell into the snow.

A Grimm Knight tried to stomp on Eastwood while landing but he rolled away just in time, only to be shot in the back as he tried to get up. He grunted in pain as the lead Grimm Knight stepped on his back even as it took aim at the back of his head with the multi-barreled laser cannon, but before it could fire, Velvet came flying at them, impaling its head with a hard light recreation of Myrtenaster. She landed in the middle of the group, creating copies of Crocea Mors' shield and Akouo to protect herself and Eastwood from the laser blasts as Coco opened fire, getting the Grimm Knight's attention while Eastwood resumed fire with his remaining trio of guns.

Yatsuhashi charged into action, swinging his greatsword with all his might to cut a Grimm Knight completely in half while slashing open a sparking gash in the chest of another one, the latter of which was then finished off by Fox leaping over it and stabbing one Sharp Retribution into its head. Creating a holographic copy of Flameguard, Velvet launched towards one of the remaining Grimm Knights, jabbing it hard with the mimicked weapon before Eastwood blew a large hole through its head.

He looked up into the sky and saw the Andromeda slowly climbing upwards, cloaking to escape the attention of any Grimm or Grimm Knights. Eastwood then lowered his gaze and gave Team CFVY a tired smile, "Thanks for the save. As much as I hate to admit it, I'm getting too old for this."

"Nonsense, you wouldn't be fighting alongside us if you really thought that." Velvet pointed out.

"I suppose you have a point, my dear." Eastwood replied with a smile, before grunting in pain. His aura was in the red and he knew he couldn't take much more of this, but the battle wasn't over yet.

---

Not far off, Task Force Omega's resident android and his 'big sister' fought side by side to take out as many Grimm as they could. N1CK3L fired missiles from the pod on the right shoulder of his battlesuit, hitting a Ziraph in the chest and sending the three necks flying from the body in the ensuing explosion.

Penny manipulated the thin cables that held the swords of Floating Array to bring them close together when she spotted a large cluster of over twenty Grimm that were charging towards the thin line of Atlesian soldiers who were pouring assault rifle fire into them. She took aim and fired Floating Array's combined energy beams together, sending a powerful green blast at the Grimm that obliterated all of them.

She looked over and saw a large Boarbatusk, followed by several others, as well as a group of Ursa, storming towards the beleaguered Atlesian soldiers. "N1CK3L, Grimm approaching rapidly at three o'clock!" She called out.

N1CK3L spotted them and quickly opened fire with his arm-mounted double-barrel gatling guns and twin beam rifle, with Penny helping him by using the Floating Array swords to sever the soulless beasts' legs. As they collapsed in roars and howls, N1CK3L blasted through their flanks and heads, shooting their bone-armor masks with enough power to shatter them outright. The creatures roared in pain, but were swiftly silenced by the androids.

As the last Boarbatusk fell with a loud dying road, Penny smiled as she turned to face her brother. However, her expression shifted to one of horror as a hand of fire exploded through N1CK3L's armored chest. Smoke poured from his helmet as the lights vanished from his eyes and body before he fell to the ground, his lifeless form crashing into the snow as Cinder Fall stood behind him with a satisfied grin on her face.

"NO!" Penny screamed as she flew at Cinder, sending her swords at the wicked woman who easily dodged her attacks, "You evil, horrible monster! I'll make you pay for everything you've done!" She shouted with uncharacteristic rage. The robotic girl was so consumed by grief and anger, that she ignored her interior systems' warnings that something was wrong.

"Penny, what are you doing? Stop this at once!" N1CK3L insisted as he moved quickly to avoid being cut by her swords, only to take a shot to the chest from her arm cannon.

Neptune was close enough to notice what was happening with the androids, and after a few seconds of confusion he quickly realized what was happening to Penny, especially when he saw Mercury running towards the wreckage of one of the crashed Atlas Eagles which was still spewing smoke and fire.

Hiding behind the airship wreck, Emerald couldn't help but be a little proud of herself. She hadn't been sure if her Semblance would actually work on the android girl, but apparently her power was truly getting stronger.

"Nice work, Em!" Mercury praised as he crouched beside her.

"Thanks, you okay?" She asked as both of them watched N1CK3L ducked and weaved away from Penny's swords.

"Nothing I haven't survived before, but I guess I was lucky to get away from those Task Force Omega guys. Speaking of which, trashing their pet robot sounds like decent payback!" He said while moving to stand, but Emerald pulled hard on his arm.

"Don't! You'll give me away!" She cried out.

"Too late for that!" Neptune's voice suddenly came from somewhere behind them. Emerald immediately jumped back as Mercury was hit by an electrical blast from TriHard, making him cry out in pain. The silver-haired assassin rolled with the blast and sprung up to his feet, throwing punches and launching kicks at the bluenette.

"N1CK3L! Over here!" Neptune shouted as he transformed TriHard into its trident form and began parrying Mercury's kicks before he finally stabbed it into the edge of Mercury's left robotic foot. Mercury simply snarled in reply as he punched Sun's partner in the face.

The blow knocked Neptune backwards, ripping out TriHard as he stumbled, but he used the blunt end to whack the silver-haired assassin up the face, leaving a trio of aura trails flaring before Neptune kicked Mercury in the gut which caused the latter to fall beyond the cover of the flaming wreckage. Before the bluenette could do anything else, he was blasted from the side by Emerald and slammed against the destroyed Atlas Eagle.

N1CK3L kept avoiding Penny's attacks, her angry expression tightening as she tried to stab or blast him apart. Task Force Omega's android picked up Neptune's shout for him and his internal systems calculated the possibility that the bluenette Huntsman had discovered the reason why his sister was attacking him. It was fairly obvious when Mercury Black was sent reeling from the cover of the nearby Atlas Eagle wreck.

After avoiding another pair of swooping swords, N1CK3L did his best to outrun Penny's laserfire while blocking some blasts with his armor-plated forearms. However, she managed to land a shot on the thrusters of his lower right leg, nearly tripping the android Omega Trooper but he powered through enough to lure Penny closer to the wreckage.

Neptune ducked under Emerald's follow-up shots and tried to tackle her, but she knocked him away by smashing Thief's Respite into the side of his head. She was about to shoot the Team SSSN member when N1CK3L stepped into view, brought up his arm-mounted weaponry and opened fire in her direction. Emerald narrowly dove out of the way as the larger combat android was shot from behind by Penny, who then slammed into him with all her strength, knocking him to the ground.

Penny forcefully turned N1CK3L around before pinning him to the ground, while aiming one of her arms which had turned into a crackling laser cannon, "No more, Cinder! No more! I won't let you hurt anyone else, especially my friends!" She seethed angrily as she aimed her arm cannon right at N1CK3L's helmet-covered face.

"Penny, stop! I am not Cinder Fall, I am N1CK3L! You are attacking your brother!" N1CK3L said to his sister as he gripped her arm cannon and pushed it upwards, struggling to keep it away from his head. If it was fired at near point-blank range, the laser blast might rupture even his dense armor plating, causing irreparable damage.

"Don't lie to me! You killed him!" Penny shouted back as Emerald kept her illusion going, but she was distracted enough by the fight occurring between both android siblings that she didn't notice Neptune taking aim at her. He pulled the trigger, firing multiple shots of crackling energy at Emerald, making her cry out in pain as her aura flared brightly.

As Emerald lost concentration over her Semblance, and from Penny's point of view, 'Cinder' transformed into N1CK3L right in front of her eyes. She gasped and stood up, looking back to see that N1CK3L's damaged body was gone and he was now beneath her. She looked over and saw Emerald struggling to get up as Neptune aimed his weapon at her.

"It was Emerald, Penny! Her Semblance is strong enough now that they can even fool your sensors!" Neptune called while Mercury pushed himself up from the snow some distance away.

N1CK3L rose as he aimed his shoulder-mounted gauss cannon at the assassin with robotic feet, "Do not move, Mercury Black. This is your only warning." He warned in a threatening tone.

"Ow…okay! Okay, I'm not moving! Still as a statue." Mercury said, quickly putting up his hands.

"Oh no, N1CK3L I'm so sorry!" Penny apologized as she quickly aimed her cannon arm at Emerald, "I hope I didn't hurt you!"

"The damage is minimal and easily repaired. I do not blame you for your reaction, as it is because of Sustrai's actions." N1CK3L replied, narrowing his eyes at Emerald.

"So do I," Penny agreed as her swords arrayed themselves threateningly at both Emerald and Mercury while she turned and glared at them, "You made me attack my brother, and tricked me into thinking that he was dead. You're going to be very, very sorry you did that."

Suddenly a loud trumpeting sound was heard and they all looked up to see one of the Goliaths pulled away from the blockade they had formed in a semicircle around the manor and charged towards the group, along with a number of Sabers.

"Looks like you have other problems to worry about, Robo-girl." Mercury commented.

Neptune quickly shot at the Sabers while both android siblings attacked the Goliath, its heavy feet causing the ground to shake slightly. Emerald and Mercury wisely decided to take advantage of this distraction and ran for it, dashing past the attacking Grimm before Penny, N1CK3L or Neptune could do anything to stop them.

The androids jumped out of the path of the charging Goliath, with Penny sending her swords flying into its legs, stabbing them deep into the thick black skin as N1CK3L opened fire on its body with all of his weapons, blasting chunks of black flesh and bone armor off its right side before he whipped around to blow up a trio of Sabers with his gauss cannon.

As the bluenette and the androids fought valiantly together to take out as many Grimm as they could, Emerald and Mercury made their way briskly to get behind a large wreckage of an Atlas VTOL where they saw that Sheer Kaa was using him powers to control the Grimm hordes.

"Thanks for getting us out of there, Kaa," Emerald said to him as she took cover beside him before shooting at the Atlesian soldiers with Thief's Respite, "We were pretty close to being captured."

"Cinder would never let me hear the end of it if we lost you two." Sheer Kaa remarked as they watched Penny slide under the Goliath, using Floating Array's gun forms to blast its underbelly while N1CK3L managed to grab its trunk and blast it off with his twin beam rifle and Neptune shot at its eyes.

Penny burst out from underneath the trumpeting pachyderm Grimm to avoid being crushed by its powerful feet and shouted, "N1CK3L, throw me up to its head!"

N1CK3L nodded and knelt down, and the second Penny placed her foot onto his gauntleted hand he threw her upwards. Penny quickly summoned all of Floating Array's swords as she flew towards it, spinning them into a circle in the air before firing a huge blast of green energy mere feet away from the Goliath's head, blasting half of it wide open.

The Goliath let out a feeble bellow of pain as it toppled over, slamming onto the snow-covered ground where it slowly faded away to black dust. Penny landed on one knee, sending out her many swords to impale the Grimm creatures that tried to jump her while N1CK3L and Neptune fired on the surplus of Grimm with their respective weapons, wiping out the wave Sheer Kaa had sent at them.

"We should withdraw and regroup with the others," N1CK3L suggested as he shot at charging Sabers.

"Good idea," Penny agreed, "Thanks for your help, Neptune!"

"My pleasure." Neptune said, giving the android girl his typical smile.

Penny nodded and looked at her brother, "N1CK3L, I'm so sorry I fell for Emerald's trick…I feel so terrible about hurting you."

"Do not blame yourself, I am not angry at you," He assured Penny while firing back at the Grimm, "I can only be thankful that she did not use her powers on me, as I would be far more dangerous if I were to be manipulated like what happened to you."

Penny's only response was an affectionate smile before their attention was taken up by Central's squad battling against Anansi and Dr. Sherizawa, who were being helped by various Grimm.

"Shall we assist them?" Penny asked her brother, who gave a firm nod.

"You go, I'll help thin out the Grimm," Neptune said as he turned around and resumed firing on the various Grimm species while the android siblings ran to help the rest of Task Force Omega.

As Central and Shocker shot at the Grimm that were being controlled by Anansi, Invictus attempted to take out the Spider Grimm Commander by firing at him with his portable missile launcher, but the eight-limbed Grimm hybrid cartwheeled away to take cover behind Sherizawa's seemingly invincible Atlas Armor. Salem's scientist dealt with the missile by shooting it down before it could touch his armor.

Invictus was thrown back by a powerful kick from the metal foot of the Atlas Armor, dropping his missile launcher in the process and landing on his back as Shocker and Central both fought hard to keep the Grimm from swarming all over them. Anansi laughed as he came up alongside Sherizawa.

"Heh, it's too bad we can't kill Central." The Arachnid Fusion Faunus said.

"True, but the rest of them are fair game. Have fun." Sherizawa replied, smirking wickedly behind the protection of his battlesuit.

"Don't mind if I do!" Anansi chuckled, grinning evilly with his red eyes shining as he summoned more dangerous Grimm to surge against the Omega Troopers. A Boarbatusk rammed into Central, knocking him on his back where he was soon dogpiled by the boar Grimm, Beowolves and a couple Jackalopes.

"Hang in there!" Shocker called out before a pair of Tarantula Widows crashed into him with their legs fiercely stabbing at his armor while trying to bite him. The melee specialist cried out in panic at the snapping chelicerae that tried to bite down on his head and arms.

Invictus threw himself at the Spider Grimm, only to be hit with globs of webbing from Anansi. The Heavy Weapons specialist tried to free himself before he was knocked over by a pair of Razorwings crashing down on him. He drew a pistol from his thigh holster, jamming it into the nearest Razorwing which was clawing at his helmet and pulled the trigger while forcing it away from his armor's vulnerable neck seal.

Javelin saw this from his shooting position and quickly swung his rifle around to fire on the Grimm attacking his teammates, killing one soulless creature after another with one well-placed shot before Anansi diverted some Razorwings, Vampires and Lechuza to deal with the sniper. Javelin quickly found himself nearly overwhelmed by the flying Grimm, trying his best to shoot them down as they kept coming before suddenly most of the flying grimm were blasted into clouds of black dust by a barrage of blue plasma shots.

Javelin turned to see Fieros striding towards him, holding his plasma repeater out with his one good arm. "Central ordered you to stay inside and recover!" He snapped.

"I'll rest once this battle's over. I'll accept whatever punishment or reprimand Central gives me, but right now there are more important things to worry about!" Fieros pointed out as he shot down more flying Grimm.

Javelin decided not to argue and quickly switched ammunition, digging into his belt pouches he took out a special magazine of silver bullets. He had held off on using them, due to how limited the supplies were, but if there was ever a time to use them it was now. He tossed another magazine to Fieros once the latter Omega Trooper came near and said, "You better not get yourself killed."

"I'll try not to," Fieros muttered as he loaded up, then helped blast Grimm out of existence with bolts of blue plasma once Javelin's assault rifle fire ceased. They resumed fire before they saw N1CK3L and Penny charging up. The sniper turned his helmet to look at Fieros, both Omega Troopers seemingly got the same idea at once. They unloaded their weapons at the same time, blasting away the remaining flying Grimm, petrifying them and getting Anansi and Sherizawa's attention.

Sherizawa opened fire at them with powerful lasers and small rockets before his sensors abruptly pinged as it detected something rapidly coming up behind him. He swerved just in time to see Penny rushing straight at him, her swords circling behind her and powering up with a bright green glow. Sherizawa switched targets and fired at her while trying to get out of the way, but N1CK3L intercepted the blasts with his bubble shields and his armor easily withstanding the few hits that penetrated before Penny unleashed the huge beam of green energy from Floating Array.

The scientist was instantly blown off his feet, his battlesuit landing in the packed snow and sliding a few meters while his interior displays and sensors went crazy with several alarms going off and various damage reports popping up on his holographic screens. Sherizawa pulled his arms out of the control sockets and quickly set about adjusting the suit's various instruments and activating the auto-repair mechanisms built into the Atlas Armor to fix anything that had been damaged by Penny's powerful blast.

Anansi snarled as he used his leg guns to shoot at Penny, but once again N1CK3L got in the way to take the shots meant for his sibling. He activated his thrusters and kicked Anansi hard with both legs, one foot colliding into his chest and the other into right knee and his weight was enough to send the Grimm Commander tumbling back.

The Arachnid Fusion Faunus opened fire with the guns built into his robotic spider legs, the heavy bullets bounced off of N1CK3L's bubble shields once more before he grabbed Anansi's arms and upper spider limbs after delivering a punch that had the Grimm Commander spitting blood. Before Anasi could recover the enhanced tactical android threw the Grimm Commander into the air where he crashed down several dozen meters away into a few Boarbatusks.

N1CK3L, Penny and Fieros blasted the Grimm away from Central, Invictus and Shocker, freeing them and allowing them to help fight off the still oncoming Grimm hordes. A Boarbatusk charged towards them and Central dropped onto his back and used his claymore sword to slice it open from beneath, causing it to slump into a fading heap once it got behind him.

Central got back up, turning his helmet-covered head at Fieros who winced as he could feel the annoyed glare behind the faceplate as he barked, "I gave you an order to stay inside!"

"With all due respect Commander, I couldn't forgive myself if I lose any of my team," Fieros replied as he gunned down a roaring Beowolf, "I know you feel the same way, and would be doing the exact same thing if you were in my position."

Central's reply was an exasperated grunt as he took down a Grimm Scavenger, as he knew Fieros raised a valid point, "Fine, but stay behind us! You're strictly supporting us, understood?"

"Yes, Commander!" Fieros answered.

"Ziraphs inbound!" Shocker called out as eight of the three-headed Grimm were charging towards them.

They poured fire on the Giraffe Grimm, with Penny rushing forward and using Floating Array's swords to sever the legs off of two Zirpahs. Invictus and N1CK3L used their rockets to eliminate two more while Central, Shocker and Fieros all worked together to shoot down the fifth. Javelin eliminated the other three using the Silver Bullets, blasting the middle head of each Ziraph, causing the three tall Grimm to collapse as their bodies were slowly petrified.

While the Omega Troopers and androids fought the Grimm, Sherizawa's face smiled darkly as the Atlas Armor's interior computers reported that the damage that hadn't been repaired was fairly minimal. In addition, all systems had finished rebooting and his weapons were reloaded. He slowly stood back up as Anansi scrambled over to him, followed by a group of five Tarantula Widows. "I'm sending more Grimm their way. Ready for another round?" He asked Sherizawa.

Salem's scientist charged his weapon arrays in response, "Indeed I am, my eight-limbed friend."

Javelin spotted them first and aimed his sniper rifle at Anansi. "Got you now, you freaky…" He pulled the trigger, but Anansi seemingly saw it coming as he leapt over the bullet as he mentally directed more Grimm to attack the squad's marksman.

"Look who's back!" Fieros shouted as he saw them approaching rapidly. Invictus turned to face them, only to be greeted by Sherizawa's heavy metal fist. Sherizawa punched the Polar Bear away and Invictus crashed onto the ground in front of an Ursa, which brought its weight down upon him, its sharp claws slashing against his armor.

Invictus grabbed its claws and forced the bear-like Grimm back as he kicked at its chest, but before it could do anything else Javelin shot its head with a silver bullet, slowly turning its entire body to stone. Invictus rolled out of the way as the petrified Grimm fell over, nearly crushing him.

Central led Penny, N1CK3L, Fieros and Shocker to the crashed Atlas Eagle, which was still smoldering but was decent enough cover while Javelin provided them cover fire from the Grimm hordes, but this drew Anansi's attention and he sent some of his Tarantula Widows and other Grimm to deal with the marksman.

"Yes, run like the cowards you are," Sherizawa, speaking to Task Force Omega through the Atlas Armor's built-in speakers as he fired at them, hoping to blast through the ruined airship, "I knew people like you all my life; always believing that might made right, always looking down on those not as rich or strong as you! When Ironwood and the council chose Schnee's robots over my armored battlesuit, they sealed their fate!"

Central, Penny, N1CK3L and Fieros returned fire from behind the cover of the airship wreck while Shocker focused on shooting at the Grimm heading for Javelin.

"Is that all you've got? My armor can take anything you can throw at me!" He declared before his proximity sensors pinged just as someone jumped onto his back.

"Oh, we're just getting started!" Invictus said as he used his strong gauntlets to pound on the head of the Atlas Armor with all his might.

"I can take him down, sir! Please get his attention!" Penny told Central, who nodded and gestured to the others to divert the morally bankrupt scientist's attention, with Central and Fieros going left and N1CK3L took the right while Shocker helped Javelin deal with Anansi.

"NOW!" Central shouted, as he led Fieros, Shocker, N1CK3L and Penny out from behind the smoking wreck and towards Sherizawa. They all fired on the Atlas Armor's legs as Sherizawa struggled against Invictus.

Salem's scientist let out a growl of frustration as he kept shooting at them while attempting to throw Invictus off, the Polar Bear Faunus continuously hitting at his helmeted head. This gave Penny the opening she needed, she slid in between the thick robotic legs and used Floating Array's swords to slice and shoot at the back of the Atlas Armor's knees. Sherizawa cried out as the Armor began to sway and lurch, struggling to maintain steady footing before Invictus kicked himself off hard enough to make the Atlas Armor fall to its knees.

N1CK3L removed some of the magnetic claymore mines from the compartments on his armor's belt and tossed them onto the front of the Atlas Armor. Sherizawa quickly realized what N1CK3L had done and activated the armor's shield projectors as he attempted to tear the mines off, but it was too late.

The mines went off, and while the shields took most of the damage, the force of the explosion was still powerful enough to knock the Atlas Armor onto its back with a mighty crash.

Central wasted no time and jumped onto the downed suit of armor and plunged his claymore sword down into the helmet of the Atlas Armor. The weakened shields broke and the sword cut through the damaged armor plates, coming uncomfortably close to Sherizawa's face which elicited a cry of terror from the scientist.

Sherizawa quickly recovered from the shock before Central could pry the helmet open, he reached over and grabbed Central's leg, tossing him at Invictus. Despite the damage to his armor, he pushed himself back up as Anansi attacked with more Grimm. A Beringel smashed its fist into Penny and sent her flying, but she recovered in midair and twirled about, severing heads and limbs from various nearby Grimm.

N1CK3L went to help his sister, only to be slammed into by a sweeping punch from the same Beringel, then a Tarantula Widow leapt onto him from behind. He managed to blast himself free with his twin-barreled rifle and used his gauss cannon to blow several of the arachnid Grimm's legs and head off before he rolled away from the Beringel's slamming fists. He rejoined Penny and Shocker in attacking the Grimm that Anansi kept sending after them.

Javelin fired round after round from his sniper rifle before reloading, when suddenly a Razorwing swooped down behind him and latched its talons onto his armored shoulders. He cried out as it began flying away with him, only to be taken down by several plasma blasts by Feiros. The Razorwing crashed into the ground, with Javelin tucking and rolling before coming face to face with a Beringel as he finally managed to reload.

"Hey ugly, eat this!" He shouted as he jabbed his rifle into its mouth and fired, blasting a hole through its head even as its body became petrified.

Central and Invictus got up, still firing at Sherizawa before he grabbed them. The task force's commander was slammed into the side of Schnee Manor while Invictus was kept prisoner within the strangling right hand grip of the Atlas Armor, his body straining under the immense pressure.

"You'll live to see tomorrow, Commander, but your teammate won't!" Sherizawa declared. He tightened his grip, causing Invictus to make horrible choking sounds as he struggled, gauntlets helplessly slapping against crushing metal fist.

Rushing forward, Central spun his claymore sword and stabbed down into the side of Sherizawa's armor, severing some cables which caused the metal fist keeping him in place to release him. He rolled out of the way, only to be pinned down by the foot of a Grimm Knight that landed near him.

"Invictus!" Shocker cried as he tried to shoot at Sherizawa, but Anansi directed some Grimm to intercept the shots. N1CK3L tried to force his way forward through the Grimm assaulting him, but an Alpha Beringel slammed its mighty arm into his legs from behind which caused the combat android to crash down onto his front.

Sherizawa grinned as he was about to snap the Polar Bear Faunus' neck, only for a pair of armor-piercing missiles to slam into his back and right shoulder. The resulting blast caused him to stagger slightly and inadvertently release Invictus, who fell desperately gasping for air. The scientist growled angrily as he whipped around, thrusting out his right arm and engaged the built-in guns, unleashing salvoes of heavy bullets on whatever had shot him.

"NO!" Central and Javelin both screamed as they saw Sherizawa gun down Fieros, who had used Invictus's dropped missile launcher to free him. The mortally wounded Omega Trooper released a brief cry of agony as blood erupted from the gaping holes left in his armored body that the bullets had torn through him. He collapsed, blood pouring from open wounds in his ruptured armor onto the snow.

N1CK3L suddenly let out a cry of anger as he opened fire on all the Grimm, shooting them into oblivion while Penny used all of the Floating Array swords to quickly summon up a huge orb of green energy that she shot forward. Any Grimm unfortunate enough to be in its path were quickly disintegrated as the energy blast raced ahead into the Atlas Armor, sending Sherizawa crashing into the side of the Schnee Manor.

Shocker attacked the Grimm Knight that was keeping Central pinned down, with one hand he shot at it with one of his machine gun pistol/stun baton hybrid to to force it off of his commander before he leapt over at it, ignoring the lasts blasts that collided against his armored body as he slammed his collapsible electric sword into its visor with all his strength. Smoke burst out of the Grimm Knight's head as Central got up and swung his claymore sword hard at its feet, managing to hack the right leg off. The Grimm Knight fell onto its back as it attempted to shoot the two Omega Troopers, only for Central and Shocker to use their swords to remove its remaining limbs.

"Get to Fieros now!" Central ordered as he took out a grenade and dropped it on top of the struggling Grimm Knight's chassis. They made it clear before the robot was destroyed by the blast.

"Sherizawa, time to get out of here!" Anansi shouted as he called forth more Grimm to slow down the outraged soldiers and androids. The scientist didn't argue and quickly began putting distance between himself and his adversaries despite the damage done to the armor's legs as he summoned more Grimm Knights to provide him cover from Central, N1CK3L and Penny shooting at him. Anansi remained calm and mentally called down a Nevermore, which swooped down and allowed him to jump on top of it before speedily taking off into the smoke-filled skies.

Javelin took aim at the fleeing Nevermore and fired, shooting it in the leg. Anansi felt the Nevermore jerk and heard it screech as it slowly turned to stone from the power of the silver energy stored inside the bullet. The spider Grimm Commander bailed as the Grimm fell straight to the ground, breaking apart into multiple pieces.

Anansi scrambled after Sherizawa but realized Central was furiously firing at the armored scientist, armor-piercing bullets punching out of the battlesuit's armor plating. Inside of the Atlas Armor, Sherizawa quickly brought up Sheer Kaa's scroll number and called him as his onboard computers relayed increasing damage reports. "Sheer Kaa, we're retreating from battle! Do something to cover us!" He implored as the internal systems reported more damage on his back. He looked at one of the holographic displays, which showed Commander Central was still shooting at him.

"Your days are numbered, asshole! If he dies, I swear to the Brothers and Sisters so will you!" Central shouted at the top of his voice, until the volume of firepower being thrown at him from the retreating Grimm Knights forced him to pull back. He turned and shot the remaining Grimm, helped by Penny, N1CK3L, Invictus and Javelin as Shocker looked over Fieros' unmoving body. It wasn't long before they managed to either kill or drive the Grimm creatures away, with both android siblings covering them as they closed in on Fiero's unmoving body.

"Is he still breathing? Will he survive?" Central demanded to know.

Shocker had removed his fellow Omega Trooper's helmet, his face was still and blood leaked from his mouth and nose. The medic looked up, his hands shaking ever so slightly as he shook his head sorrowfully, "Omega Seven's…Fieros is gone, sir. His lungs took a couple of bad hits, and some major arteries were blown wide open…I'm sorry, there's nothing I can do." Shocker said, trying to keep his emotions under control. Now was no time for mourning their fallen comrade, no matter the emotions running through their minds.

"Don't apologize," Invictus told the squad's medic, "It's not your fault, there was nothing you could do with wounds like that."

"You're right, Invictus. Take Fieros inside, cover him up and then get back out here. Omega Five, I know how awful you feel right now, but we need you calm and clear-headed. As long as we can help it, no one else dies today." Central told his remaining teammates. They all nodded, and without saying a word Invictus lifted up Fieros' dead body.

N1CK3L knelt down at the spot where Fieros had laid dying and touched a splatter of blood on the snow. He looked at his dead teammate's blood on his gauntleted fingers while his sensors analyzed the blood's chemical composition. Penny gently took hold of that hand, "I'm so sorry, N1CK3L. I know, it's strange and rather scary when you see their blood up close."

Her brother nodded slowly before he gazed at her, "I should have been faster. His armor could not have taken those shots, but mine could. It is my fault that he perished."

"No. No it's not." Penny asserted firmly as she reached up and took hold of N1CK3L's head, making him look at her, "Sherizawa, Anansi and Salem are to blame, not you. Don't forget that."

"Listen to her N1CK3L, she's absolutely right. Now come on, we've still got Grimm to kill." Central said

"They're not going to get away with this." Shocker snarled as he slid fresh magazines into his weapons.

"No. No they will not." N1CK3L agreed quietly as he turned to join Central.

---

Irwin McCormack was a Kangaroo Faunus with the animal trait of strong Kangaroo feet, he had made the choice to take the Schnees up on their offer to live in their lavish manor because his kids needed a good place to stay after the Grimm had destroyed their home and he was more than happy to accept a position on their private security force. Now that he found himself fighting Grimm, he didn't regret any of those choices in the slightest, it gave him the perfect chance to get some payback on the monsters that had taken so much from his family.

"Don't let them get too close!" He shouted to the other guards as they fired on a small herd of Catoblepases that were slowly moving towards the manor. They kept firing until the black bovine bodies, which were covered with disgusting, toxic pustules burst into dust and sludge.

Irwin fired, blasting off the front legs of the nearest Catoblepas, which the guard next to him managed to finish off. Before Irwin could do anything else, a Razorwing swooped down into him, its long tail whipping at the other guards. Irwin kicked his legs up, his long feet covered with specially made boots slammed against the Grimm's feathery chest, managing to force it off.

The Razorwing rolled away before it rose up on all fours, screeching at him. It went to attack him, only for a sword to sever its head from its long neck. Irwin saw that it was Sage who had come to the rescue, his hand reaching down to help him up, which the Kangaroo Faunus eagerly accepted. Another Razorwing screeched loudly as it flew towards them, only for Irwin to blast numerous holes up its chest, allowing Sage to easily cut it in half as it fell.

"Those cow Grimm are still coming!" Cried one of the Schnee security guards as the Catoblepases limped towards them.

Neptune and Scarlet came up alongside Sage, who told the bluenette, "Switch to Fire Dust!"

Neptune complied and he helped Sage shoot the bovine Grimm, setting them ablaze. They let out horrible bellows as the flames consumed their black bodies, causing the pustules to bubble and burst, sending out disgusting ooze that could make one violently sick if they were too close, but luckily the sludge was burned away.

Scarlet worked with Irwin and some of the other guards to keep the Grimm off of them, blasting away at Beowolves and Jackalopes. Another Razorwing attempted to divebomb them, only for Scarlet to ensnare it with Hook and swung it around before releasing it, allowing it to go flying and crashing into a Catoblepas, the Razorwing's talons slashing through the fellow Grimm's body before Neptune blasted it to death.

"Hey, there go Anansi and Sherizawa!" Sage called out as he spotted them retreating behind the dying Catoblepases.

"Well, they won't get away without a fight!" Said Neptune as he took aim, only for his attention to be stolen by the ground shaking and a loud stomping sound.

They all looked over and saw three of the Goliaths charging towards them, Sheer Kaa riding atop the leader.

"Run for it!" Irwin shouted to the others, who scattered. Neptune, Sage and Scarlet all fired at the Elephant Grimm as they retreated with the guards. One guard, however, was not fast enough, slipping on a patch of ice and being crushed under the tremendous weight of the Goliaths, his scream cut short by the horrible sounds of bones and organs being flattened.

Sheer Kaa paid the man killed by his Grimm no heed, and saw Hazel still dealing with the ten Knights who had remained on the battleground. He directed the three Goliath over towards them.

Hawk Shot, who had been firing on Hazel from behind but sadly doing very little to damage the man's seemingly endless aura supply, noticed them charging towards them.

"Goliaths on the rampage! Scatter!" He shouted.

The Knights quickly withdrew from their battle with Hazel, while their Aegis Armor was strong, even it wasn't enough to protect them from the strength of a Goliath.

Hazel found himself alone, wiping sweat from his face as he leapt out of the way of the charging Grimm. He took in several deep breaths, quickly taking a look at his scroll to see that his aura was in the yellow, closer to red then it had been in years. He knew that he couldn't keep up this fight much longer, if he did the Knights would eventually defeat him.

He turned to see the Knights attacking one of the Goliaths while Sheer Kaa approached him on another and the second simply charged away almost blindly.

"Are you all right?" Sheer Kaa inquired.

"I believe I can hold out." Hazel answered as he glanced over to see Wind Runner firing on the Goliath with Cyclone Caress, helped by Hawk Shot and Spirit Dreamer.

The Tiger Faunus nodded and said "Very good. If you need a rest, take it behind that wreckage. I'll deal with these Knights for you."

His Goliath turned around and stomped towards the group of Knights, leaving Hazel to try and recover. Before Hazel could get particularly far from the battle, Yatsuhashi came at him with a swing of his greatsword. Hazel managed to step back just in time, the tip of Kyodiana Buredo narrowly missing the edge of his boot.

"Trying to retreat?" Yatsuhashi asked as he lifted up his heavy blade, getting into a combat stance.

"To recuperate for a brief moment, but I suppose I would have to retreat in order to do that." Hazel remarked as he got ready for another fight.

Yatsuhashi swung Kyodiana Buredo, Hazel leaning away to avoid the blade before he kicked Yatsuhashi in the stomach, then in the side. He went to smash his elbow into the tall young man's face, only for Yatsuhashi to swing his greatsword back, slashing it into Hazel's left shoulder, making him stagger before Yatsuhashi kicked at his left leg, making him collapse to his knees.

Hazel brought his hands up, catching Yatsuhashi's hands and the hilt of the greatsword. Forcing himself up, he stood only slightly taller than Team Beacon's largest member. He slammed his knee into Yatsuhashi's stomach and surged against him, managing to force Yatsuhashi down onto his back.

The two struggled for control over the greatsword, Hazel trying to force it down onto Yatsuhashi's throat while the young warrior used every ounce of strength he had to keep it away.

"Just let me go," Hazel told him, "I don't wish to hurt you."

"All evidence to the contrary," Growled Yatsuhashi.

"Trust me, I wish I wasn't doing this, but we all have our parts to play." Hazel replied, before suddenly he was blown off of Yatsuhashi by a barrage of bullets from Coco as she, Fox and Velvet came to Yatsuhashi's rescue.

Hazel dodged slices of Sharp Retribution from Fox before he ducked under a hardlight copy of Myrtenaster from Velvet as Yatsuhashi stood back up, gripping his weapon firmly.

"You okay, Big Y?" Coco asked as she kept Gianduja aimed at Hazel.

"I'm fine, thank you all." He replied as he focused his eyes on his current opponent.

Hazel got ready to fight the four, when the Goliath that had charged by earlier returned, thundering towards Team CFVY. Coco quickly whirled around and shot at the mammoth creature, as Hazel took advantage of the distraction to retreat. Coco got out of the way of the Goliath's sharp tusks that swung at her, but Yatsuhashi attacked by slamming Kyodiana Buredo at the right tusk, managing to break it in half.

The Goliath let out a loud cry of pain as Fox slid behind it, leapt up and drove both Sharp Retributions into its rear left leg, he then activated the Electric Dust inside of the chambers, zapping the powerful Grimm. It growled in pain as the electricity assaulted the inside of its hindleg, causing it to half collapse, its forelegs still standing. Coco fired on its bone-masked face while Velvet and used a hardlight copy of TriHard's guandao form to hack away at its side, carefully avoiding the boney armor and hitting the black flesh.

Fox climbed up the rear of the Goliath's body while Yatsuhashi stabbed his greatsword deep into the huge Grimm's body, only for the Goliath to force itself back up. Fox stumbled a little but managed to regain balance. Aiming his right arm carefully he allowed himself to fall down, slamming the right Sharp Retribution down onto a spot where there was no spiky bone armor to protect it, giving it another zap from the Electric Dust.

The Goliath began to stomp around, attempting to throw Fox off, but this gave Velvet and Yatsuhashi an opportunity. The Rabbit Faunus used Anesidora to create a copy of Flameguard and used its kusarigama form to hook onto the remaining tusk and with help from Coco she managed to pull it hard, making the Goliath look at them as Yatsuhashi managed to sneak under its head.

Yatsuhashi pointed Kyodiana Buredo upwards and then jumped up right before the Goliath could charge at the two girls, stabbing the first several feet of the greatsword into its neck. The Goliath screamed in agony as black blood poured from the wound, which Yatsuhashi quickly got out from under. Fox ripped the right Sharp Retribution out from the flesh and ran towards the head, kneeling down to slice deep cuts in the Goliath's ears while Coco resumed firing at the bone mask and Velvet used a hardlight copy of Reaper to slice off the Goliath's trunk.

Fox leapt off and landed behind his team as the Goliath toppled over, its body crashing to the ground, causing a brief tremor that made Velvet stumble against Yatsuhashi. There was another earth shaking crash as the second Goliath was killed by the Remnant Knights.

From atop the last Goliath, Sheer Kaa saw the other huge beasts fall. Grimacing, he decided he'd give the others a chance to regroup, he used his powers to have the remaining Grimm converge on the front of Schnee Manor. The Grimm came forward like water flowing from a burst dam

Team CFVY retreated, Coco providing them covering fire with Gianduja, and found herself backed up by Penny and several members of Task Force Omega.

"Coco, are you all right?" Penny asked as she blew up a Lechuza with her arm cannon.

"I'm doing just fine!" Coco answered as the Knights came forward, uniting with Sage, Scarlet, Neptune, Eastwood and the various guards, soldiers and Atlesian Knight-300s all came together and charged, firing away at the Grimm with their guns or cutting them down with their blades.

Sheer Kaa leapt off his Goliath and ran over to behind the wreckage of the VTOL cruiser, where Hazel, Emerald, Mercury, Anansi and Sherizawa were resting from the battle. "Where are Steppenwolffe and Anastasia?" He demanded to know.

"Still dealing with the Spring Maiden and the Schnees," Emerald reported, "How many Grimm do we have left?"

"A little over five hundred, half of what we started with," Sheer Kaa answered before he looked out, and could see another battle at the right hand side of the manor. He decided, "We must make another charge."

"You nuts? We got all these Grimm and robots, let them take care of it!" Mercury objected.

"Mercury has a point, even my aura is deep in the yellow at this point." Hazel voiced.

"We can't leave them up there alone! And we cannot show fear in the face of the enemy!" Sheer Kaa barked, "Sherizawa, summon the rest of the Grimm Knights from above, have them focus on the battle down here, send one to help Steppenwolffe and Anastasia. On my mark, we charge."

No one dared to argue with the Tiger Faunus as he turned to watch the united enemy forces fending off his Grimm hordes.

---

Anastasia frantically attacked Amethyst with her chakrams, the purple-haired Maiden defending herself expertly with Gembreaker. She managed to hook onto one of the gaps between the handle and the circular blade while using her free hand to grab Anastasia's other wrist to keep the other chakram away. She then bashed her head against the blonde's mouth and chin, causing her to cry out as she leapt back and away from the Maiden. Anastasia pulled her weapon free from the sword before she threw the deadly disks to keep her opponent at bay.

Amethyst parried the chakrams with Gembreaker, sending them flying back at Anastasia, who easily caught them; she glared at her opponent for a brief second before charging forward with a surprisingly fearsome battle cry. The Maiden defended herself from several strikes, glancing over she spotted Neo helping Klein and Lefko dealing with the Grimm and while she would appreciate some help, she believed she could beat this woman.

The two pressed their respective weapons against one another's in an intense bind before Anastasia kicked out, tripping Amethyst and causing her to fall onto her back. Anastasia kicked Gembreaker out of the Spring Maiden's grasp and dropped down on top of her, slamming her knees hard onto Amethyst's stomach as she planted one chakram firmly against her neck, the Maiden's aura shining a little as the blade pressed against her throat.

"Finally! And on my first try, too!" Anastasia gloated as she hooked her other Chakram to her belt and brought her now-free hand close to Amethyst's face. The Maiden's violet eyes widened in horror as she saw a hole opening in the palm of the blonde woman's hand, the small, horrible insectoid Grimm emerging.

Anastasia laughed wickedly before suddenly a sword slammed into the side of her shoulder while an armored boot collided into her side, knocking her off of Amethyst. The blonde rolled a few feet away before she scrambled to her feet as she saw one of the Knights was the one who dared to interrupt her, helping Amethyst to her feet.

"Thank you, Snow Blade." Amethyst told him, remembering him as the Knight assigned to protect Elsa, the one who was consumed by guilt over her death.

"I won't allow another Maiden to fall as long as I breathe." He said, his voice firm with resolve as they turned to face Anastasia.

"You got close, lady. Won't happen again!" Amethyst shouted as she suddenly dropped to her knees and slammed her hands onto the ground, her eyes surrounded by a shining green aura in the shape of leaves.

Anastasia felt the earth beneath her begin to shake when suddenly the ground in front of Amethyst began to rise and move towards her like some huge burrowing animal was rapidly digging its way towards her. She tried to run, but the second she took one step, thick dirt encrusted roots burst out from under the snow and ensnared her like tentacles, trapping her via wrapping around her arms, legs, waist and neck.

"That should hold you!" Amethyst said, her eyes returning to normal as Anastasia struggled in the grip of the roots. She quickly reclaimed Gembreaker while Snow Blade approached the trapped woman.

"Salem may have gotten her hands on two of the Maidens, but the other two will forever be out of her reach," He told her before shouting "Now tell us where her sanctuary is!"

"I think not!" Snapped Anastasia as she used her thumb to switch the Dust chamber in the handle of the right chakram's grip, causing it to glow orangish-red with fire energy. She managed to slice and burn through some of the roots, freeing her right arm and slashing it across Snow Blade's chestplate, making him stagger. Amethyst went to stop her, but Anastasia had already cut herself free and flipped herself forward, kicking Amethyst in the chest to knock her back but the Spring Maiden twisted herself around and blocked Anastasia's follow-up attack.

Snow Blade furiously swung his sword at Anastasia to drive her away from Amethyst, who suddenly used her Maiden powers to send herself flying high into the air, a whirlwind of snow surrounding her before she flew down, aiming her foot directly at Anastasia's face. Anastasia saw this as she fended off Snow Blade's attacks and managed to shift herself away only slightly, but still received a powerful kick to her left shoulder.

Anastasia was flipped back by the force of the kick, but she leaned into it to get away from the two before she landed on her feet, sliding back in the snow for a few feet as Amethyst and Snow Blade both charged at her.

She grimaced as she activated the fire and ice Dust within her chakrams, shouting "Come on!", dashing ahead to meet them in combat once again.

Nearby the Schnee sisters kept dueling Steppenwolffe, the clashing of their blades ringing through the cold air. The Wolf Faunus parried four strikes from both sisters before he slid behind Weiss to punch her in the ribs hard while parrying another strike from Winter. Luckily, Weiss's aura held and she swung her rapier at him at the same time as her sister, their combined force pushing Steppenwolffe back before Winter cut him across the chest. He snarled before flashing the blade of his sword across the Atlesian Specialist's cheek.

Winter grunted as she covered the spot on her cheek where her aura was shining, while Weiss created a Semblance to create a series of glyphs that sent her sliding forward to attack Steppenwolffe. He managed to block her attack, but it was so fast and strong that it sent him spinning.

Steppenwolffe managed to protect himself from more attacks from Weiss, and with an angry growl he surged forward, moving closer to the manor wall. Winter moved to help her little sister, the three exchanging four blows in total before Steppenwolffe ducked under a swing of Winter's sword and kicked her in the stomach, causing her to double over. He sidestepped Weiss' attempt to plunge Myrtenaster into him, then leapt onto the exterior wall and jumped off of it, kicking Weiss in the face.

Weiss fell on her back, Steppenwolffe knelt down, seized her by the throat to lift her up and then slammed her against the nearest shielded window. She attempted to swing Myrtenaster at his face, but he parried it with his sword, pressing both blades close to her face before Winter came at him from behind. Weiss kicked at his stomach, causing him to drop her, leaving him open to a slash down his arm from Winter. He turned to fight her, but Winter kicked him in the leg before parrying his sword, grabbing his face and smashing the back of his head into the wall. Growling, Steppenwolffe threw a hard punch, landing a hard blow into Winter's face, enough to knock her back and tear himself free. He kicked her in the stomach to knock her down and went to stab her with his sword, but Weiss blocked it.

Steppenwolffe moved away from the recovering Winter as Weiss pursued him, their blades clashing seven times before the Schnee heiress managed to slip past him and slash him across his lower back, making him roar as his aura flared up. He spun and blocked her next attack as he managed to put some distance between them while the recovering Winter approached them.

He glanced around for something that would give him an advantage, and spotted Klein who was helping Neo and Lefko deal with the Grimm. He allowed himself a dark sneer before he darted towards the man as the sisters gave chase.

"Klein, look out!" Weiss shouted, as Winter created a series of glyphs to send herself forward.

Klein turned around just in time to see Steppenwolffe a few feet away from him, and before he knew it the Grimm Commander's sword swung across his chest, knocking him back as his aura flared brightly. Steppenwolffe leapt back to avoid getting bitten by Lefko, who bellowed out a fierce roar as it swiped at him with one foreleg.

Steppenwolffe quickly parried Winter's attack as she flew towards him, jabbing her sword at his body as Weiss went to help Klein. Winter said nothing as she dueled the Wolf Faunus, but inwardly she was absolutely seething upon witnessing a caring man she had known her entire life getting hurt.

"Klein! Are you all right?" Weiss asked as she held him in her lap, Neo and Lefko protecting them.

He grunted in mild pain as he covered his chest, his coat and shirt opened by the blade, his aura crackling a little. "I'm only slightly harmed, I'll manage," He assured the girl he had known her entire life as he got back on his feet.

"It's too dangerous for you, Klein. You need to get inside," She insisted as she helped him up.

Klein sighed as he reloaded the old rifle. "Weiss, I can't leave you. If either of you were to be hurt, I'd never forgive myself," He replied, surprising Weiss with his lack of formality. He blasted off the head of a swooping Scavenger and added "Don't worry about me, I'll be fine. Help Winter!"

Weiss reluctantly nodded before she rejoined her sister, and as the three carried on their duel, Blake and Sun came close to finishing off the pair of Grimm Knights. They had worn down the improved armor significantly with their constant attacks, with Blake using Ice Dust to entrap the robots' legs.

Sun grinned as he used Electric Dust in tandem with his Semblance, creating two powered up Via Sun clones that were shining with electric arcs across their bodies. The clones raced towards the robots, just as they finished blasting one another free from the chunks of ice, only for the Via Sun clones to collide into them, delivering harmful electric shock attacks that caused their interior circuits to smoke and catch on fire.

Blake leapt up and swung Gambol Shroud's katana form as hard as she could, severing the head off of one of the Knights while Sun used Ruyi and Jingu Bang to blast and smash the arms and head off of the second.

With the robots dealt with, Sun glanced and saw Amethyst and Snow Blade fighting Anastasia and the Schnee sisters dealing with Steppenwolffe. "Help Weiss and Winter, I'll help Amethyst." He said quickly and Blake nodded, more than happy to go along with his plan.

Anastasia flipped back and slid towards them, she ducked under a swing of Gambol Shroud as she leapt up and landed behind the two Faunus. She chopped Sun in the back of the neck as Blake turned around, only to get a slash across her left cheek from Anastasia's right chakram, her aura flaring up.

The blonde woman retreated as the Spring Maiden and the Winter Templar gave chase, moving quickly and wildly to avoid getting hit by Amethyst's arrows. Using the Combustion Dust in her Chakrams, she blasted herself up into the air and she careened down towards Klein, Neo and Lefko, switching the Dust in the chambers to the rock type.

Anastasia slammed her chakrams down on the ground, causing large slabs of rock to shoot out of the earth, crashing into Neo, Klein and Lefko and knocking them away. She jumped down and landed atop Neo, glaring down at her with a wicked grin as she aimed to slam her chakrams into the petite woman's face.

Before she could, Amethyst used her Maiden Powers to blast herself forward and smashed her fist right into the right side of Anastasia's face, knocking her off of Neo. Anastasia recovered as she slid close to Steppenwolffe and the Schnee sisters as Blake, Sun, Snow Blade and Lefko charged towards her whilst Amethyst helped up Neo and Klein.

Anastasia used her chakrams to send arcs of Ice Dust at the Schnees, who leapt over it as Steppenwolffe got out of the way, his eyes shining as he summoned more Grimm to help them while he parried attacks from Blake and Snow Blade. Sun and Neo helped Lefko deal with the Grimm with Klein supporting them from behind the cover of the jagged boulders, all while Anastasia did her best to hold off the Schnee Sisters and Amethyst.

---

Meanwhile, Sheer Kaa and Anansi reappeared over the wreck of the VTOL, eyes shining eerie red as they imposed their will over the various Grimm while Emerald and Sherizawa provided covering fire from behind the wreckage. Under Sherizawa's directions, the Grimm Knights that flew above pulled away from the dogfights, leaving the flying Grimm to deal with the various airships alone.

"How much longer do you think we can keep this up?" Anansi asked the more experienced Grimm Commander.

"As long as we have to," The Tiger Faunus answered, "We don't leave until Lady Cinder says her group's mission is accomplished. Until then, we keep fighting with everything we have."

"So we're really gonna charge again?" Asked Mercury as he finished reloading his robotic legs with fresh Dust rounds.

"Indeed. Don't fret, we still have plenty of Grimm at our disposal." Sheer Kaa assured him.

"I'd feel better if Ziz hadn't flown off with the Wyvern," Emerald remarked. The Tiger Faunus scanned the sky, and he had to admit that the absence of the Grimm dragon ridden by his winged companion was a little disconcerting, but he knew she had likely lured away Pyrrha in an attempt to capture her. Besides, the hordes they had now would be more than enough.

Sheer Kaa and Anansi lead the charge, rushing ahead with Hazel, Emerald and Mercury following them. As they ran, the two Grimm Commanders worked in tandem to assert their influence over the Grimm, having the various Grimm run alongside the group to cover them.

"Here they come again!" Scarlet shouted as he pointed at the oncoming wave.

"Let 'em come!" Coco yelled as she opened fire with Gianduja, blowing away many Grimm at the front of the pack, aided by Wind Runner, Hawk Shot, the Atlesian soldiers, Irwin and the Schnee security guards. However, the more heavily-armored Grimm were able to block the bullets with their bone armor and force their way through.

Mercury fired his legs as he jumped up, leaping over the Grimm as he came down legs first into Stone Claw's head and chest, knocking him down. Before the Knight could recover, he was leapt onto by a Boarbatusk, the boar Grimm squealing and grunting as it tried to maul him through his armor.

Mercury landed on his hands and cartwheeled until he landed on one foot while roundhouse kicking several guards before quickly ducking under a huge hard light recreation of one of the Ember Celicas. He sprung up to see Velvet, her fists covered by the mimics of Yang's weapons, she fired at him, sending hard light bullets that impacted against his chest, but he managed to power through the pain as he struck back, attacking the Rabbit Faunus with a variety of powerful kicks that she managed to dodge or block with the Ember Celica recreations.

Stone Claw flexed his fists in a specific way that caused his wrist-mounted claw weapons to rapidly extend outwards, stabbing deep into the Boarbatusk's underbelly and with a great effort, he managed to rip the beast apart. As it faded away, the Eternal Warrior tried to get up only to be grabbed by Hazel. He attempted to slash at the larger man with his clawed gauntlets, but Hazel simply ignored it and punched the Knight over towards Flame Weaver and Spear Dancer, his body colliding into them. They managed to catch their comrade, preventing him from totally knocking them over like bowling pins but they were soon sent crashing onto the cold ground by a mighty punch from Hazel.

Flame Weaver got up first but before he could properly attack, Hazel drew back his fist and smashed it into him with such incredible strength that the Knight's aura was shattered. He was sent flying, his helmeted head landing roughly on a large rock that lay beside the driveway, knocking him out. Spear Dancer recovered and charged at Hazel with a furious battle cry, ready to ram her spear through him but he managed to sidestep her powerful thrust, kneed her armored stomach before delivering a power kick that connected with her chest plate and sent her skidding onto the ground.

Before Hazel could do anything else, a trio of sharp points stabbed into his back, followed promptly by an electric shock. He grunted in annoyance as Neptune attacked from behind, jumping up and grabbing onto Hazel's coat with one hand as he hauled himself up, whacking the huge muscular man in the face with Tri-Hard's trident form before shocking him again.

With an annoyed growl Hazel reached back and grabbed Neptune by the throat, tearing him off and tossing the bluenette away. Neptune went flying for several dozen meters before he landed in the snow, rolling a little before he came to a rough stop. Groaning, he tried to push himself up before he saw a Saber rushing towards him, fangs bared and ready to bite into him.

The Saber leapt, but Neptune quickly swung Tri-Hard as it transformed into its Guandao form, managing to slice it open from neck to stomach. The wounded Saber released a howl of terrible pain as it collapsed behind the bluenette, sliding in the snow a little as it slowly faded away. Neptune got up, looking over to see Hazel was preoccupied with the other Remnant Knights, receiving twin punches to the face courtesy of Steel Punch.

Fox rolled away from the slamming fists of a Beringel and cut open its ankles before slicing deep cuts up its legs, then stabbing both Sharp Retributions into its back, deep enough that the tips poked out of the ape Grimm's chest as it began to fade away with a dying groan. Before he could move onto his next target, another Beringel smashed its combined fists into the white-eyed young man's back, knocking him down.

The ape-like Grimm pinned Fox down with its feet and went to slam both heavy fists down onto his head, only for its arms to be severed thanks to Yatsuhashi with a firm swing of Kyodiana Buredo. The Beringel stumbled off of Fox, growling as it tried to attack them with a bodyslam, only for Yatsuhashi to stab it through the neck, plunging it deep enough to sever its head.

Scarlet used Hook's grappling hook to raise himself onto the third floor of the manor and he shouted down "Yatsuhashi! Use your sword to swing me!"

His voice was loud enough for Yatsuhashi to hear, and he quickly caught onto what the redhead was planning. He nodded and called back "Do it!"

Scarlet leapt off and glided, carefully taking aim with Hook, he fired the grappling hook once again, it wrapped around Kyodiana Buredo and Yatsuhashi used this to whirl Scarlet out like a flail. Scarlet held out Darling, the cutlass cutting through the arms, necks and limbs of Beowolves, Ursas and Ziraphs before he swung down to the ground, landing hard against Sheer Kaa.

The Tiger Faunus growled as he blocked a strike from Scarlet and swung his other scissor blade hard enough that Scarlet nearly lost his grip on Darling. Scarlet parried several powerful swings and slashes before he was suddenly yanked out of harm's way by Yatsuhashi, narrowly avoiding getting cut in both the neck and waist.

Sheer Kaa was about to press forward, but was forced to retreat due to being shot at by Irwin, some guards and a couple of Atlesian Knight-300's. He quickly managed to deflect the shots with scissor blades as he backed up, seeking cover behind a Boarbatusk with usually thick bone armor

He glanced over, and could just barely make out Steppenwolffe and Anastasia fighting the Schnee Sisters, the Spring Maiden, the traitor Neo, Belladonna, Wukong, some servant…and an actual tiger. It was obvious the pair required some help.

---

Grimm after Grimm were shot down by Eastwood and his three remaining guns, the last arm of Six Shooter jerking all over the place to fire off heavy caliber Dust bullets that tore through the head or torso of whatever Grimm the arm's micro targeting computer selected. Jackalopes, Lechuzas, Beowolves and Sabers fell to his guns, but he could tell there were more Grimm than he had bullets.

Suddenly he saw a Goliath rushing towards the manor, towards him! He fired on it, but gaped in horror as he saw Knights, guards and even the young Hunters like Velvet and Fox being trampled, crushed to death by the thundering feet of the Goliath.

"No!" He shouted as he shot wildly at something that wasn't truly there. Before he knew it, the final arm of Six Shooter was blasted off of the apparatus by Emerald, who allowed the Goliath illusion she had cast on the doctor to fade.

Eastwood blinked rapidly as, from his point of view, a massive Goliath and its victims just vanished in an instant and his last Six Shooter arm was gone. Before he could even think of making another move, Anansi rushed towards, lifted up by his mechanical spider legs. He kicked Eastwood in the chest, blowing him down onto his back. Anansi's spider legs pinned Eastwood's limbs down as he lowered himself, "Don't know who you are or what you're doing here, but you're going to regret playing hero!"

"Go ahead, freak, make my day!" Eastwood snarled as he managed to aim his left gun at Anansi, firing and grazing his shoulder.

Anansi cried out before he stomped on Eastwood's chest, when suddenly bullets ripped into his side, forcing him off of Eastwood. His dark aura flared brightly as Coco shot him off before hoisting Gianduja over to obliterate a group of Tarantula Widows that scrambled to protect their commander. Anansi recovered, but he was met with a slash across the chest from Pilgrim as Sage came to help Eastwood, his sword forcing the Spider Fusion Faunus to back off as Eastwood got up and took aim.

As Anansi tried to strike back at Sage, Eastwood used his last two guns to fire, blasting Anansi in the shoulders, the force of the bullets knocking the Arachnid Grimm Commander back.

"You okay?" Sage asked as Eastwood reached back and pressed a button on the main component of the Six Shooter apparatus, causing it to loosen, allowing him to shrug it off and let it fall to the ground.

"I'll feel better once we've sent these bastards packing!" Eastwood exclaimed as he fired on Anansi, who was summoning Tarantula Widows to help him. Sage shot him a grin as he joined the older man in shooting at the spider Grimm.

Emerald took potshots at the various members of Team Beacon, forcing them to try and dodge her attacks as she used her Semblance to conceal herself from them. She spotted her partner was still fighting Velvet, she watched as Rabbit Faunus took a hit to the knee, which Mercury followed up with a roundhouse kick directly into her face. Velvet nearly fell but managed to stay standing as she swung the copies of the Ember Celicas at Mercury, who ducked under them, smacked her in the face while he swept his feet into the back of her knee, causing her to flip over as the Ember Celicas dissipated.

Mercury didn't let up, bringing one leg down on Velvet's left shoulder and making her cry out as her aura shone, but she wrapped her left arm around his left leg while using her right fist to punch him right in the solar plexus. Mercury growled in pain as he grabbed Velvet's hair and forced her up. Emerald was tempted to shoot at her, but before she could make a choice, she felt a large blade poking painfully at the space between her shoulder blades.

"Give it up, Emerald!" Neptune shouted as he kept TriHard's guandao form on her.

The illusionist quickly flipped one Thief's Respite around and fired at Neptune, forcing him off of her to avoid the shots. Neptune defended himself from Emerald as she sprinted up and struck at him with the sickles of her weapons. She reached forward, managing to hook one Thief's Respite around Neptune's neck and hoisted him forward, she got behind him, jumped up and kicked out with both feet, sending Neptune stumbling towards Mercury and Velvet.

Mercury smirked and tossed Velvet into the bluenette, the two collided into one another. They recovered and got back to back, seeing their opponents charging them.

"Trade?" Velvet proposed.

"Gladly!" Neptune accepted.

They waited until the right moment, then sprung into action; Velvet used Anesidora to create a copy of Flameguard, wrapping the kusarigama around a surprised Emerald while Neptune transformed TriHard into its assault rifle form and fired on Mercury. Mercury grimaced as the shots bounced off of him, his aura flaring as he jumped to kick Neptune, only for Neptune and Velvet to work together to swing Emerald around, causing the pair to crash into one another.

Emerald and Mercury both groaned as they forced themselves up, quickly spotting Velvet and Neptune approaching them.

"It'll take more than that to take us down!" Mercury exclaimed.

"Which means we'll have to work extra hard to put you two in your place!" Neptune retorted as the pairs met each other head on.

Sherizawa kept a safe distance from the main battle as he coordinated the Grimm Knights while also taking shots at Schnee Manor's defenders. He grinned with satisfaction as his missiles blasted a quartet of Atlesian Knight-300's into smoking spare parts, only for a certain sniper to land a direct hit on the Atlas Armor's knee joint, making him stumble slightly.

"That's for Fieros, you son of a bitch!" Javelin shouted as he shot at the Atlas Armor, the second shot ricocheting an inch from Sherizawa's helmet visor.

"Keep shooting him! I want him to come to us, so we can get our payback!" Central ordered as he kept firing at the various Grimm trying to attack them.

"Understood, Commander." N1CK3L replied as he fired on Sherizawa with his various weapons, but Salem's scientist was savvy enough to understand that they were trying to goad him into acting rashly.

"So, you think I'm that easy to deceive?" Sherizawa muttered to himself as he brought up the penultimate load of missiles in the Atlas Armor's left arm. He fired and the missiles rushed towards them, but Penny and N1CK3L were quick enough to react and used their weaponry to shoot down most of the missiles before they could get too close. However, one managed to zip past them.

Shocker and Central jumped to get clear of the lucky missile, which landed behind them and exploded, sending snow, dirt and small rocks flying.

Central pushed himself up just in time to see an Ursa standing above him. He rolled away from its powerful claws before using his claymore to slice off the right arm of the creature, then using his assault rifle to shoot up its chest. As the dying Ursa collapsed, the commander of Task Force Omega noticed half a dozen Grimm breaking off from the main horde and heading towards Winter and the others who were still dealing with Steppenwolffe and Anastasia.

"Grimm heading for friendlies on our three! Take 'em out!" He told his team.

N1CK3L, Invictus and Penny quickly turned and opened fire on the Grimm, which stood no chance against such an intense barrage from behind. A large Beowolf at the front of the small pack leapt towards Winter, who had been knocked down in the intense fight. Turning her head, she saw the large Beowolf leaping towards her, mouth open and ready to bite down when it was blasted into oblivion by the heavy barrage of firepower.

Winter got up, watching as Penny waved at her while Commander Central simply shot her a little salute, which the Atlesian Specialist returned before she used her dueling sword to back parry a slash from Steppenwolffe. Winter closed her eyes and quickly summoned her white Alpha Beowolf to help deal with the hordes, as even more Grimm came their way.

A quartet of Grimm Knights received orders from Sherizawa to help Steppenwolffe and Anastasia, though he only spared the four as he felt the remaining Grimm Knights were more urgently needed dealing with the Remnant Knights, Task Force Omega and the remaining Atlesian soldiers. Two of the robots focused on Amethyst, firing on her and managing to land a few hits, while the third assaulted Snow Blade with its chainsaw arms and the fourth grabbed Blake roughly and threw her into Weiss, knocking the pair away from the battle.

They both got up just as the Grimm Knight charged, it grabbed hold of Blake and took off into the air. Weiss leapt up and managed to hold onto Blake who swung her onto the robot's back where she drove Myrtenaster into the Grimm Knight's jetpack, which caused it to suddenly release Blake as it dropped rapidly. Acting quickly, the Black Cat Faunus wrapped her kusarigama around the robot's legs and Weiss jumped off just as it landed. Weiss grabbed hold of Gambol Shroud and the two pulled with all their might to yank the robot's feet out from under it before it could fire at them.

Blake released her kusarigama, falling onto a glyph which Weiss used to send Blake hurtling at the Grimm Knight, managing to ensnare her kusarigama around its neck as she got behind it. She fired bullets from Gambol Shroud's pistol form into its back while Weiss raced forward, propelled by another glyph as she dodged beams of red laser flung her way. The Schnee heiress slammed Myrtenaster through its visor while activating the fire Dust inside the sword's hilt, setting the robot's head on fire from within.

The severely damaged robot fell to its knees as black smoke wafted from its ruined head, with both Huntresses pulling their weapons away. Blake transformed Gambol Shroud back into its katana form and both of them swung their blades at its waist at once, managing to cut it in half.

Amethyst dealt with her Grimm Knights by flying up towards them, her eyes glowing as her Seasonal powers transformed the clouds above, allowing her to summon lightning from a sudden Spring Storm. The bright bolts of electricity were strong enough to cause the two Grimm Knights to explode, their flaming fragments scattering everywhere. From high up in the air, she drew Gembreaker and fired on the attacking Grimm with her arrows, which pierced their bodies and either killed them instantly or weakened them enough for the others to finish them off.

Meanwhile Snow Blade fended off the last heavy Grimm Knight, using his large sword to deflect the lasers and swung with his remaining strength to hack away at the robot's thick armor plating. Several lasers impacted against his Aegis armor, making the Knight Vanguard grunt in pain as he pressed on. The robot tried to put some distance between itself and the advancing Winter Templar, who charged and swung hard enough to slice off the robot's hands and wrist-mounted blasters, which exploded with a shower of sparks bursting from the stumps.

The Grimm Knight, however, wasn't slowed down by the lack of hands or guns, instead slammed its head forward into Snow Blade's helmet, knocking him onto the snow. Snow Blade grunted as his aura shone, then cried out as the robot stomped on his armored body which luckily managed to provide some degree of protection from the weight of the metallic foot. Before the Grimm Knight could unleash its lasers once more, Amethyst descended and shot a trio of Fire Dust-infused arrows at the Grimm Knight which stabbed through the thick armor. The Knight Vanguard immediately seized the opportunity, finishing off the Grimm Knight by stabbing his broadsword up into the machine's groin and up into its body. He forced himself up, stabbing his broadsword deeper until the blade finally erupted from the Grimm Knight's back with sparks showering outwards from the long metal gash.

The Knight Vanguard forced himself up and moved to rejoin Sun in fighting Steppenwolffe, only for a Saber to lunge at him from behind. Fortunately, he was saved by Lefko who bit deeply into the right foreleg of the Tiger Grimm while tearing his claws down its chest. Snow Blade quickly swung his broadsword through the Saber's neck, finishing it off. He then shared a look with the white tiger, who growled slightly before it turned and leapt to take on any remaining Grimm.

The Spring Maiden moved towards the fiercely dueling Winter and Anastasia, the former spotting Amethyst and quickly leaping out of the way, giving Anastasia just enough time to react and catch Amethyst's boot, allowing her to flip off of the blonde while striking at her with Gembreaker. Anastasia parried her attacks with relative ease as Winter moved to assist her, only for her attention to be taken up by a Boarbatusk charging towards her. She sidestepped it and dropped down, swinging out her sword and slicing off all of its legs.

The Boarbatusk fell on its side, squealing loudly before it was silenced by the Specialist cutting it wide open. More Grimm came charging at her, and Winter fearlessly met them head on, twirling around and cutting down two more Beowolves with help from Weiss who used glyphs to send the two halves of the destroyed Grimm Knight flying at the Grimm at speeds high enough to instantly kill any Grimm they happened to crash into.

Blake and Weiss ran to help their friends, with the younger Schnee sister rushing to help Lefko who was biting hard at an Ursa's hindleg. The heiress finished off the beast with a quick stab through the gut while Blake ran up the fading bear Grimm and leapt towards a charging Beringel, stabbing Gambol Shroud through its left eye while kicking its jaw hard.

Sun combined Ruyi and Jingu Bang before slamming the staff into Steppenwolffe, causing his aura to crackle. He flipped away from Sun's next attack, using his blade to deflect the shots from the gunchucks, so Sun used his Semblance to create a trio of clones. The four Suns made a mad dash towards the Grimm Commander, surrounding him while running around in circles as he tried to swing his blade at them.

"Can you-"

"-figure out-"

"-which one-"

"-is real?" The four glowing near-transparent Suns taunted before they simultaneously charged.

Steppenwolffe reacted quickly to cut down the clones as they leapt at him. He managed to destroy the first two but the third burst against his side before Sun's staff hit him in the chest. He swung his sword to defend himself against the Monkey Faunus and after several exchanges the Grimm Commander kicked Sun's right knee hard, grabbed him by the shoulder and flipped him over. He was about to drive his sword down on Sun's back when Winter parried the attack.

"Your fight is with us, not one of your own kind." Winter stated as she pressed her blade against Steppenwolffe's.

"Good, I shouldn't waste my time with this race traitor anyway!" Steppenwolffe snarled as he resumed dueling with the Specialist.

He pulled away from a sweeping kick from Sun, who flipped back onto his feet just as another Grimm nearby roared at him. Glancing over, Sun's eyes widened as he saw Sheer Kaa riding towards them on a Saber, his blades akimbo and his steed's fangs glistening. Sun dropped out of the way but managed to clobber the Saber in the side of the face with his weapons while taking a hit to the left shoulder from one of Sheer Kaa's scissor blades as the Tiger Faunus jumped off of his ride, sailed through the air and landed a short distance from Winter.

Sun ran from the Saber, leaping towards Sheer Kaa and Steppenwolffe, and slamming his combined weapons against the Tiger Faunus' blades as the Saber bounded towards them, only to be tripped up by Gambol Shroud's kusarigama shooting forward and wrapping around its hindlegs. Weiss instantly followed up with an attack by flipping over and slammed Myrtenaster down through its left eye and out of its lower jaw, instantly killing it.

Blake and Weiss re-entered the fray, the former joining Winter to take on Steppenwolffe while the latter helped Sun deal with Sheer Kaa, the various weapons clashing together rapidly in intense battles.

Just meters away, Amethyst and Anastasia were still fighting each other, ducking and sidestepping attacks while parrying blows until Anastasia ducked under a swing of Gembreaker and shot up to jab her elbow into Amethyst's neck. The Spring Maiden staggered back with a horrible choking sound and was knocked down onto her rear by a high-kick to her chest and a hard slash to her forearm, causing her to drop Gembreaker.

Anastasia grinned evilly and was about to slam her chakrams down on the Spring Maiden when, out of the corner of her eyes, she spotted Snow Blade charging at her. She spun just in time to parry the Knight Vanguard's broadsword with her left chakram while slicing the other right across his helmet. Salem's maiden candidate pulled back and then kicked Snow Blade in the jaw hard enough to make him lose balance and stumble back, with her slamming both of her chakrams into his right vambrace in a hard blow that made him drop his broadsword.

Amethyst recovered and grabbed Gembreaker, transformed her weapon into its bow form and was about to fire a Dust arrow at the blonde girl, when two Grimm Knights slammed down on her from the air and pinned her down. She watched as Snow Blade tried to defend himself from Anastasia, as she struck at him over and over again with her chakrams empowered by fire Dust. Her blows were powerful enough to slice through the weakened Aegis Armor and cut into Snow Blade's flesh as well.

The Knight Vanguard cried out in pain as he was cut, until Anastasia swept his legs out from under him and he fell onto his hands and knees, the blonde woman twirled and kicked him in the back, knocking him onto his stomach as she got into position to finish him off.

Amethyst cried out as the Grimm Knights kept a firm grip on her, their metallic limbs keeping her pinned down as they grasped her arms and head. Her eyes began to glow green as she cried, "Hang on, Snow Blade!"

"Don't worry, Amethyst. I am a Knight," The Winter Templar said as his visor locked with the Spring Maiden's eyes for a moment. He then suddenly leapt up with a final burst of strength, snatching up his broadsword before bringing it down in an overhead slash. Unfortunately for him, Anastasia avoided the blow and slammed both chakrams into his damaged back plates before he could finish, the sharp blades going through his Aegis armor and deep into the Winter Templar's flesh. Muscles and bones were severed while blood erupted out from the gashes in his armor plates, and Snow Blade cried out in horrible agony before Anastasia pulled out her chakrams and he collapsed onto the ground.

Amethyst's eyes shone a bright green as she grabbed onto the Grimm Knights, with vines and plants suddenly shooting out of the ground and ensnaring them. Roots shot through the killing machines' thick armor plating and then burst out from underneath their inner mechanisms, as well as erupting from their sparking visors. Anastasia hurriedly turned to face her, only to get blasted by a sudden powerful bolt of lightning as rain began to fall as an unexpected spring storm appeared over the entire battlefield, but it quickly died away as the blonde woman was sent hurtling onto her back several meters away. By the time Anastasia rolled to a stop, her entire body was smoking slightly while her aura crackled.

Anastasia groaned as she tried to get back to her feet, only to take an arrow into her left shoulder in a spurt of blood as her aura shattered. She rolled onto her side as Amethyst shot towards her, firing more Dust arrows all the way. The blonde girl managed to cut them down with her chakrams, only to be suddenly blasted from the side by Neo.

Salem's maiden candidate managed to recover by leaning into the force of the blast and twirling only for Amethyst to land behind her, grab her by the shoulders and slam her right knee into the small of her adversary's back. The Spring Maiden followed that up by bashing Gembreaker's hilt into the blonde's head and then performed a brutal roundhouse kick into her torso that had Anastasia doubling over as she spat out some blood and lost the grip on one of her chakrams.

Anastasia was sent crashing onto the ground, sliding some distance and getting snow all over her. She moaned weakly as she pushed herself up, only to be kicked onto her back, and with a growl Amethyst sliced a cut across Anastasia's cheek. The blonde woman cried out and covered her cheek with one hand, red blood seeping out of the cut, she gasped as Amethyst brought Gembreaker's blade scant inches from her face.

Amethyst glared down at her with one boot on her enemy's remaining chakram, eyes glowing a furious green as she said, "I should kill you…but I won't."

"Wh-wha-why?" Anastasia stuttered.

"Because, despite everything, I'm a Maiden. We stand for mercy and kindness, and I'd bring shame to the Maiden Sisterhood if I killed you in cold blood. Besides, Elsa, Amber and Snow Blade wouldn't want me to sink to your level. I'm better than you could ever be." Amethyst told her, glancing over at Snow Blade's body, "So I'm giving you this choice; surrender now, or I'll let Neo deal with you."

Anastasia had no idea how to respond to that. She was incredibly grateful to be alive but was absolutely seething at being defeated and humiliated by this young Maiden while Neo smirked mockingly at her.

Before either combatant could do anything else, Sheer Kaa summoned another group of Grimm away from the main battle to give them reinforcements. The Spring Maiden spun around at the sounds of Beowolves, Tarantula Widows and other Grimm rushing towards them and quickly moved to help Neo, Lefko and Klein deal with the Grimm.

She fired on a Tarantula Widow, allowing Lefko to run under its eight hairy legs and leap up, using his powerful claws to cut open the underside of the spider Grimm, causing it to let out a dying screech as it faded away. Neo slid under a Beowolf while using Hush's blade to slice through one of its knees, causing it to trip so Klein could blow its head off. Neo sprung up, her blade slicing through the necks of two more Beowolves as Amethyst fired an arrow into a Saber's roaring mouth. Lefko bounded into an Ursa, his claws raking down the bear Grimm's torso as it bit its neck, just as a Beowolf rushed past and leapt onto Klein.

Klein fired, managing to blow off its right leg, but its claws still raked across his chest, managing to shatter his aura. Klein fell onto his back, but before the injured Grimm could do anything else, Amethyst leapt over and decapitated the beast. She quickly helped Klein up, who wasted no time in blowing a Jackalope to bits.

Anastasia immediately took advantage of the distraction and ran close to where the Grimm Commanders were battling the Schnees, Blake and Sun. "Kaa! My aura has shattered! I need to pull out!" She cried out at him.

Sheer Kaa parried attacks from Sun and Weiss before saying, "Go! We'll handle this!"

She nodded in appreciation and made her escape, running towards the few Goliaths that remained as she made her way to the wreckage of the VTOL cruiser.

Sheer Kaa sighed at her apparent failure, but the brief distraction allowed for Sun to hit his ribs with Ruyi Bang. The Grimm Commander brushed it off and managed to slam the back of his fist into Sun's face, knocking him away as he focused on dealing with Winter. Their blades met six times before the Specialist leaned back, the scissor blade sweeping a mere inch away from her nose as she sidestepped the other blade, avoiding taking a nasty cut across her arm.

The Tiger Faunus swung both his blades at Winter and Sun to drive them back before parrying attacks from them. Sun leapt over, attempting to do a jump kick on the Grimm Commander, but he ducked under it, allowing Sun to crash into the snow and roll away as he fended off further attacks from Winter. He surged against Winter and after exchanging two blows he used both his blades to press her own sword against her chest.

Winter stepped back, using all of her strength to keep the scissor blades from her chest, her sword pressing hard against the twin blades. With a growl of exertion, Winter summoned all her strength and pushed herself forward, forcing Sheer Kaa back, her blade pressing one of his own against his neck. Sheer Kaa used his free blade to strike at Winter, cutting at her shoulder before Sun came back into the fray and slammed Jingu Bang into the Tiger Faunus' shoulder and face. Sheer Kaa retreated from the wild swings and shots of the younger Faunus' gunchaku as Winter chased after him.

Steppenwolffe traded numerous sword strikes with Weiss and Blake, five times each his weapon slammed against theirs. Weiss ducked under his blade before Blake parried it, then the Cat Faunus grabbed Steppenwolffe's arm with her free hand, allowing Weiss to punch him in the face while she kneed his gut. The Wolf Faunus growled angrily before he threw himself at Blake, knocking her down as he swung to block a thrust from Weiss, whom he ran towards, their blades swiveling around before he swung his sword hard, only for Weiss to duck and swing, catching him in the hip, making his nearly-depleted aura crackle.

The Grimm Commander managed to avoid several attacks from Weiss before he plunged his sword at her, aiming to impale her, but she managed to avoid it, however his sword did manage to stab through her coat and shirt, poking through her side and jutting out several inches away. Weiss tore herself free and swerved, pushing Steppenwolffe back with a punch, tearing a gash in clothes.

Blake got back up and attacked, using Gambol Shroud's katana form to surge against Steppenwolffe, pushing him further back as Weiss slid under his defenses and kicked him in the stomach, making him tumble away with a grunt of pain.

The Wolf Faunus got up and spotted Klein close by, using his old rifle to shoot at the Grimm from a safe distance as Amethyst, Neo, Lefko and Winter's Beowolf Summon dealt with most of them. With so much danger between him and the safety of the manor, Klein had decided to stay and fight from a considerable distance.

Steppenwolffe suddenly retreated from Blake and Weiss, sprinting away from them faster than had ever seen him move before, small clouds of snow puffing up in his wake. They both quickly realized what he was up to.

"Klein, look out!" Weiss cried in alarm.

The Schnee butler turned to see Steppenwolffe racing towards him, a ferocious look on his face as he snarled wildly with his sword drawn back for a fatal strike. Klein swung his weapon as fast as he could and attempted to fire, but the rifle just clicked.

Out of ammo.

He tried to block Steppenwolffe's sword with the antique, the long blade easily slicing it in half and kept on going. The Grimm Commander ran the blade deep into the right side of Klein's body, blood blossoming out as the blade tore through the flesh and organs.

"NO!" Weiss screamed in horror and despair.

Klein fell to his knees as Weiss and Blake skidded to a halt, both looking on in shock at what had just happened. He grasped his wound, copious blood pouring out over his hands and down his clothes as he looked at Weiss and Blake in shock.

Steppenwolffe turned, scowling at them as he spat, "Now, I've managed to inflict a small portion of the pain your ancestor dealt me."

Winter parried a strike from Sheer Kaa, and stopped when she saw what had happened. "NO!" She cried. Before Sheer Kaa could press his attack, Sun jumped onto his back and began punching him in the head, causing the Tiger Faunus to flail helplessly as he attempted to get the Monkey Faunus off of him.

"Weiss…Winter…I'm sorry…" Klein managed to say as blood began seeping out of his mouth. He managed to turn his head to look at Steppenwolffe and weakly added, "F-or what it's w-worth, I'm so-sorry for what happened to you…and I forgive you…"

He fell onto the snow, a slowly spreading pool of blood beneath him.

Tears streamed down Weiss' face as she felt a crashing wave of sorrow and anger engulf her. Blake suddenly shot forward with a scream, attacking the Grimm Commander with furious vigor, Steppenwolffe reacted quickly to defend himself from the younger Faunus while Weiss went to Klein's body, Winter running to join her shortly.

"You idiot!" Blake yelled at him, "They want to redeem themselves but Faunus like you just want to drag out the cycle of hate and murder! Your family would be ashamed!"

"Don't you dare pretend you understand, girl!" He snarled.

"I DO!" Blake snapped as she kept trading blows, "I lost my family to humans, I almost let hate and grief consume me! I saw what it was doing to Adam and I stopped myself! You're just as poisoned by hate as he was!"

Steppenwolffe flinched at her words as he defended himself from her attacks before she leapt over him, slicing a cut across his back as she landed behind her adversary before she was forced to defend herself from the Grimm Commander's blows.

Winter dropped next to Weiss as her younger sister held Klein's body in her lap.

"Weiss, is he-" Winter began.

"He's…dead, Winter." Weiss answered with a hollow voice, more tears streaming down her face. Winter allowed a few tears to fall from her own eyes as she took her little sister into her arms, hugging her tight to comfort her. Weiss hugged her back before she looked over to see Blake dueling with Klein's murderer.

"Go, help her defeat him. I must help Sun with Sheer Kaa," Winter told her younger sister before taking Klein's body and gently placing it on the ground, "Don't do it for revenge. Do it for justice."

Weiss nodded solemnly as she stood up, gripping Myrtenaster tightly as she created a series of Glyphs leading over to them.

Steppenwolffe and Blake traded several strikes before he jumped up and slammed his sword into Blake's shoulder, making her scream as her aura flared brightly. He tried to drive it into her neck but Blake dropped down, just as Steppenwolffe heard someone rushing him from behind. He turned to see Weiss rushing towards him on a series of glyphs, Myrtenaster ready to plunge into him.

He moved to defend himself when suddenly Blake stabbed him in the back with Gambol Shroud, finally shattering his aura. Air rushed out of his lungs with a terrible sound just as Weiss drove the tip of Myrtenaster through Steppenwolffe's chest.

Sheer Kaa was still fending off Sun when he saw this and let out a cry "Steppenwolffe!" He ran from Sun and stormed past Winter, parrying a strike from her on his way.

Weiss and Blake pulled their blades from Steppenwolffe's body as he fell forward onto Weiss, who caught him and carefully knelt down, placing him on her lap as blood poured from the fatal wounds, staining Weiss' outfit and the snow around them, it's color was strange, both normal red yet stained with dark black.

"I'm sorry. I'm so sorry. I never wanted it to come to this." Weiss told him as he looked up into her icy blue eyes. He could see no lie, no attempt at deception. He slowly looked over at Blake and tried to say something, but only coughed up blood.

The two watched in surprise as Steppenwolffe's skin changed from the pale black and white to a sickly tanned skin, his eyes fading from crimson to dark gray. As he died, he reverted back to his natural form, the Grimm half fading away along with the hatred that had clouded his mind. His breathing became more and more ragged as his life drained out of him, air visibly escaping from ragged, weak breaths.

Sheer Kaa finally arrived, not making any attempt to harm Weiss or Blake, he just fell to his knees and took his oldest friend, the only person he had left from his previous life, into his arms.

"Hang on! We ca-" He began before the dying Wolf Faunus interrupted him.

"No…no…too late…let me r-rest." Steppenwolffe said as he saw tears forming in Sheer Kaa's eyes, something the Wolf Faunus couldn't recall him ever happening before. He looked at Weiss and Blake as Winter and Sun came over, not sure what to think about the scene before them.

"I forgive you." Weiss suddenly said, surprising the Grimm Commanders, Blake and the others .

"Wh-why?" Steppenwolffe managed to ask.

"Because Klein, and my mother, wouldn't want me to hate you, and because I need to be the person my ancestors should have been." Weiss answered.

With a feeble nod, Steppenwolffe sighed and said, "Then…I…forgive you," He looked at Sheer Kaa and told him, "D-don't let this happen to yourself…old friend." The other Grimm Commander struggled to say something, anything. He simply gripped his friend's hands and nodded.

"Silke…Marie…" Steppenwolffe weakly called out the name of his dead wife and daughter before finally letting go. His body went limp and he let out a raspy death rattle.

Unseen, a sparrow flew away from a ledge on Schnee Manor.

"I'm sorry." Blake softly told the Tiger Faunus.

"Maybe you're right," Sheer Kaa said, his mind wandering as he remembered what Salem had said about honor, that it was a cowardly ideal created by the weak to control the strong. That wasn't true at all, he could tell these young women truly had honor, "Maybe we have allowed our hate and sorrow to poison our souls, turn us into abominations."

"What led you to this?" Weiss asked, "Were also you a victim of my ancestors?"

"No. I was born a slave to a different rich and powerful family of Atlas. Underneath these robes are scars from the punishments I endured for even the slightest mistake or standing up for those weaker than our overseers. That's why I joined the old Faunus uprising; to get revenge on people like you Schnees, but if a person of your social standing can befriend Faunus like Belladonna and Wukong and fight not just alongside them, but for them so passionately…then now I truly see that those old days are truly over and Remnant is not the place it once was for our kind."

"If you mean that, then give yourself up peacefully." Winter spoke with a steely voice, doing her best to conceal her emotions over Klein's death.

"She's right, you don't have to go back to Salem," Blake said to him, "You can help us, tell us where she is so we can end this war."

Sheer Kaa was quiet for a moment before replying "I wish I could. I truly do, but I am in Salem's service, I owe her a great debt for saving my life and I honestly don't know the exact location of her sanctum and despite all your efforts, prejudice still exists against my kind. There are no easy answers to this predicament, but Schnee; if you truly want to redeem your family, you need to make this world a good one, a world where those like Steppenwolffe and his family could have lived happy and free, as they deserved to."

Weiss nodded and said, "We will do everything we can to make such a fair and equal world a reality."

"We all will." Blake added.

"That's good. Until then, we shall see what brings about true peace; your way or Salem's." Sheer Kaa told them as he gathered Steppenwolffe's body while Amethyst, Neo and Lefko approached him from behind, taking in the sight of what had happened. Lefko ran over to Klein's body, leaning down and nuzzling the loyal servant's head, trying in vain to wake him up. Amethyst wiped tears from her eyes, she had known Klein for only a week, but it was still horrible to see a kind gentleman die in such a way.

"Hey, we can't just let you walk away!" Sun snapped at the Tiger Faunus.

"You will." Sheer Kaaa replied as his eyes lit up red once more. From above, Griffons began to swoop down, claws out and reaching for them. Amethyst, Blake and Neo all opened fire on the Grimm as Sheer Kaa put distance between himself and them, summoning a Saber to help him carry Steppenwolffe's body to safety.

Winter sliced a Griffon's legs off, causing it to crash into the snow where Lefko leapt towards its neck, biting down hard and ripping its throat wide open, allowing dusty black fluids to flow out as it faded away. Another Griffon reared up, its talons reaching for Weiss only for Blake to ensnare it with her kusarigama, allowing Weiss to ram Myrtenaster through its unprotected underside.

Sun bashed his gunchaku into the faces and flanks of the Griffons as hard as he could, scowling at the escaping form of Sheer Kaa. This brief distraction was enough for a Griffon to dive towards him, its beak biting down on his shoulder as it tried to steal him away. Sun cried out, but managed to wrap his robotic tail around the Griffon's neck and with a mighty jerk, he forced its head away from him, freeing himself as the beast lost control.

Suddenly the flying Grimm was stabbed and torn down towards the ground by Penny as she and N1CK3L came to help them, the male android blasting away many Grimm with his twin-barreled rifle and gatling gun. Sun crammed Jingu Bang into the Griffon's mouth and fired it to finish the beast off, looking up at Penny and giving her a smile.

"Thanks for the help, Penny!" He said.

"My pleasure, Sun! We saw that you were in need of," Penny stopped as she noticed Klein and Snow Blade's bodies, "Help…"

Amethyst finished off the last Griffon by stabbing an arrow through its head and then ripping its beak wide open with all her might, tearing the black flesh and causing it to flop down and disintegrate. She walked away from the fading body towards Snow Blade's fallen form.

"We can't leave them out here. I'll take Klein," Winter began.

"And I will take the Knight," N1CK3L volunteered.

"Snow Blade. His name was Snow Blade," Amethyst informed him, caressing his bloodstained armor before adding "We'll cover you."

"Damn right we will," Sun agreed as he reloaded his gunchucks.

Blake, Weiss, Sun, Amethyst, Neo, Penny and Lefko valiantly defended Winter and N1CK3L as they carried the bodies of Klein and Snow Blade into the manor, the other members of Team Beacon and the various veteran members of the estate's guards all taking a brief moment to look on in dismay at Klein's body. Likewise, any Knight who spotted N1CK3L carrying Snow Blade briefly paused in respect for their comrade who selflessly gave his life in combat before they resumed battling Grimm.

As Sheer Kaa approached the safety of the VTOL wreckage with Steppenwolffe's body, he suddenly perked up and looked up to the sky and in the distance he could see the Wyvern flying away from the Resolute. He could also sense that a certain red-haired Grimm Commander was in control of it.

"But how? How did she wrest control of it from Ziz?" He wondered aloud as he rode the Saber behind the wrecked VTOL, where Anastasia was recovering. However, he was surprised to find that she was not alone, as lying against the wreckage, missing half an arm and one eye, was Tyrian. Next to him was a badly damaged Grimm Knight that was still functional.

"What the hell happened to you?" He asked.

"That silver eyed brat and her family did this to me! Don't underestimate them!" Spat Tyrian as he kept his remaining hand over his bloody eye socket

"What's going on with the Wyvern?" The blonde asked before she noticed Steppenwolffe's dead body, gasping slightly.

"Nikos is in control of it, don't ask me how." Sheer Kaa answered, causing Anastasia's eyes to widen in shock.

"That's…not good." She stated, dreading how their mistress would respond to everything that didn't go according to plan. Tyrian's remaining eye looked utterly terrified of what would happen when they returned to the palace.

"To say the very least," Sheer Kaa agreed as he placed his fallen partner's body down on the ground, he took out his communicator and spoke into it, "Everyone, fall back to the VTOL! Sherizawa, have the Grimm Knights provide covering fire on full power!"

"Roger that," Replied Sherizawa as he used the Atlas Armor's interior instruments to command the Grimm Knights to do exactly that. Any Grimm Knight that was fighting on the ground took off into the air and began attacking the defenders of Schnee Manor by strafing the area with powerful laser blasts.

"Take cover!" Shouted Coco as Velvet used Anesidora to create a copy of Crocea Mors' shield, making it as large as her weapon could to provide cover for as many people as she could. Eastwood, Sage, Neptune and Scarlet opened fire from the sides of the hard light shield to shoot at their retreating enemy.

Various Remnant Knights used Rock Dust to create large rock barriers to protect themselves, Task Force Omega and others from the laser blasts, though some guards and soldiers were not fast or fortunate enough to make it in time, and were gunned down or slammed into by Grimm. Anansi sneered at them scrambling for cover, using his powers to direct the Ursas and Boarbatusks to charge forward and attack their shields and barriers before he retreated with Hazel, Emerald, Mercury and Sherizawa.

"Incoming Grimm!" Shouted Eastwood as the Boarbatusks and Ursa charged fiercely, while Velvet's copy of Crocea Mors' shield was being bombarded with lasers. Coco fired at the flying robots to force them away, ignoring a scorching blast that hit her shoulder. Boarbatusks and Ursa slammed their bodies against the shield and the rock barriers, some were strong enough to shatter the rock barriers away or even climb over them, only to be slaughtered by the weapons of Task Force Omega and the Remnant Knights.

"Don't let up! Not even for a second!" Shouted Commander Central as he shot an Ursa's head off.

Penny launched her various swords out into the air, managing to impale them through their heads or jetpacks, causing them to go offline. The Grimm Knights fell to the ground, some crashing on top of the attacking Grimm as Penny tore her swords free.

Velvet strained hard as she put her aura into Anesidora's projector, doing her best to keep the shield up, even though it was beginning to break, cracks splintering further and further along the hard light surface.

"I-I don't know how much longer I can keep this up!" She cried before a Boarbatusk suddenly threw itself against the shield, finally shattering it. It attempted to charge into the Rabbit Faunus, only for Yatsuhashi to slam his huge greatsword into its open mouth, cutting the Boar Grimm almost totally in half from mouth to tail.

Eastwood blasted away at Grimm and Grimm Knights with his own two hands, he watched as a Grimm Knight hurtled down towards the earth, crashing through an Ursa, the resulting explosion fatally wounding some Beowolves.

"Get inside, kids! We'll hold off these bastards!" Eastwood shouted at the members of Team Beacon as he used his Semblance to speed himself up, taking aim at a Grimm Knight that was about to fly past him. He unloaded an entire round into the robot's head, causing it to explode and fall to the ground in a heavy heap of scrap. "I'm not backing down! If this is my last stand, then by the Brothers and Sisters, I'll die on my feet, fighting!"

Central couldn't help but grin at that, he didn't know who the older man was exactly, but if anything his fighting spirit was admirable. He looked back and shouted, "You heard him kids! Javelin, call up Retribution! I want an airstrike on this area, put some distance between us and the Grimm!"

Several Grimm Knights flew directly towards Eastwood, firing away at him. Several lasers hit his body, his aura flaring up and crackling as he activated his Semblance and attempted to run while reloading, but with how depleted his aura reserves were, using his Semblance drained what little he had left. Time suddenly came back to normal for Wayne Eastwood as the first few lasers hit his side, causing him to pivot, allowing more lasers to rip through his torso. He fell onto his back, wounds smoking and teeth gritted as he seethed with pain. He looked up with a furious expression as the Grimm Knights approached him, all taking aim.

Eastwood could tell the lasers had torn through his body, he didn't bother reclaiming the right gun as he hadn't been able to reload it, so he fired the left gun at the closest Grimm Knight. The two remaining bullets it had impacted on the Grimm Knight's visor and forehead, but weren't enough to do any serious damage.

Before they could fire, the closest one was blown away by a powerful ball of green energy, courtesy of Penny. The second was slammed into by Via Sun clones while Scarlet, sent flying by Yatsuhashi glided down behind it while firing Hook to ensnare it right arm while the real Sun used his staff to trap its left. They pulled the arms out as far as they could, allowing Sage and Neptune to run in, firing away at its arm and shoulder joints, head and armored torso, blasting away and managing to shoot off the arms as they got closer. Neptune and Sage transformed their weapons into trident and sword forms respectively and then rammed their weapons through the weakened armor as Sun whacked his staff into its legs, causing it to fall.

The third one fired on them, only to find itself trapped as a Weiss created a glyph beneath it and a large chunk of ice entrapped its legs. It aimed down to try and blast itself free, but its guns and hands were quickly severed by Fox, allowing Blake to leap up onto the ice and stab Gambol Shroud down into visor, stabbing it deep down into its inner workings while activating Electric Dust inside of it, frying its circuitry.

Velvet and Penny ran over to Eastwood, "Dr. Eastwood! We need to get him into the manor now! He can't stand or walk with these wounds!" The Rabbit Faunus said as Eastwood coughed violently, blood trickling from his lips.

"I'll take him. Cover me, Penny!" Yatsuhashi shouted as he gingerly took the wounded doctor into his arms when out of nowhere three figures appeared several meters away from them. One of whom everyone knew on sight.

"Oh shit! It's Cinder! Retreat!" Sage exclaimed.

"Get out of here, kids! Go!" Central shouted as he, Invictus, Javelin, N1CK3L and Winter all rushed onto the scene, the various members of the Task Force Omega were firing away while Winter sent her Beowolf Summon to attack the newly arrived trio. Shocker, however, was more focused on Dr. Eastwood.

"Come on! He won't last long like this, follow me!" Shocker told Yatsuhashi, who obeyed.

Cinder and the Son used their swords to deflect the bullets fired at them, with Cinder slicing off the arm of Winter's Beowolf before slamming her fist into its glowing white form and then blasting it into nothingness with a powerful eruption of fire. Thorn, ducking for cover behind them, looked up and saw the Retribution leading six Atlas Eagles just as Winter and Task Force Omega retreated to safety.

Cinder noticed it too, "Take us further back!" She shouted.

Thorn was too happy to oblige, she grabbed her cohorts and teleported away, just as the Retribution and the Atlas Eagles opened fire, firing missiles onto the ground that sent dirt, snow and body parts of robots and Grimm lying everywhere. Any Grimm Knight or Grimm caught in the series of blasts were completely annihilated.

The shockwaves of the explosions caused those close to the manor to stagger, but they weren't strong enough to knock anyone off their feet. Winter looked around hopelessly at how decimated her family's estate had become as Lefko sat next to her, his large head rubbing against her thigh. She watched as a ruined Grimm Knight landed mere feet away from her, its body badly sparking and twitching as smoke poured from its dented armor.

Central placed a hand on her shoulder and said "They won't get away with this, Specialist. I promise you that."

"No, they certainly won't." Winter remarked as she saw the Grimm Knight shakily trying to push itself up. Wordlessly, she rammed her sword through the back of its head.

Thorn spotted Sheer Kaa and the others hiding behind the wrecked VTOL cruiser and teleported herself, Cinder and the Son to the location, just as Ziz finally returned. Despite everything, Cinder was grateful to see that Emerald and Mercury were unharmed, only slightly singed and scuffed up with battered clothes.

"Is everyone all right?" Cinder asked, offering a brief smile at Emerald and Mercury.

"No, I'm afraid not. We lost Steppenwolfe," Sheer Kaa reported glumly, gesturing to his old friend's body.

"And it looks like Tyrian was lucky to survive," Emerald remarked, looking at the bloodied assassin, who growled angrily at her as he kept his eye socket covered.

"Did you accomplish your mission?" Anansi asked.

"Odinson, Crawford and the rest are dead," Thorn answered, "But…I couldn't beat Heliosia. I failed again."

"Don't feel too bad, Anastasia couldn't beat her Maiden either." Mercury remarked, gesturing to the blonde, who instantly shot him a death glare, but it did put a small smirk on Thorn's face.

"And then there's the Wyvern…" Cinder reminded them as she glared at Ziz. She suddenly threw herself forward, grabbing Ziz by the throat and slamming her against the ruined VTOL bulkhead, "What happened?! How did Nikos gain control of it?! Its mind was poisoned with hatred for her!"

"I don't know! I lured Nikos away so I could recapture her, but she managed to throw me off, then I got hit by some big trees on my way down!" Ziz rasped out as she felt Cinder's powerful hand clenching down on her throat, "She did something that somehow broke what we did to it, she managed to tame the fucker! I was lucky to escape with my life!"

Cinder slammed her fist into the bulkhead, inches away from Ziz's head, the winged Grimm Commander could feel the intense heat of the Fall Maiden's fiery fist. Luckily Ziz's lie was enough to deceive Cinder though it was helped by the stressful situation at hand.

"Should we, erm, retreat?" Emerald asked a little hesitantly.

"That option has my vote. My Atlas Armor can't take many more hard hits." Sherizawa voiced before the Grimm Hybrids all stiffened as they sensed something happening.

"What's wrong?" Emerald asked, before there was a tremendous crash. They looked over and several hundred meters away, they could see dirt and snow falling to the ground as a small dust cloud rose up into the air, and directly above it was the Wyvern, with four figures upon its back.

"What just happened?" Cinder asked.

"Celaeno…they killed Celaeno," Ziz answered, not believing her senses.

"It's true, I felt her life being extinguished." Confirmed Sheer Kaa.

Cinder's frown deepened as she came to a decision, "I think it's time we left, but we won't leave without a little parting gift. Grimm Commanders, send every single remaining Grimm directly at the manor, all of them. Dr. Sherizawa, recall the Grimm Knights that are left." She told them.

"Right away, Lady Fall." Sherizawa replied, his voice giving away how relieved he was.

Sheer Kaa nodded, he doubted the remaining two hundred or so Grimm would be able to kill that many, considering the skill of their opponents, but it was still a decent way of allowing them to escape.

Cinder took out her scroll and typed in several numbers before a single image of a chess piece appeared, "Mistress, we are ready to leave." She requested respectfully.

The three surviving Grimm Commanders climbed atop the crashed VTOL cruiser and focused their combined powers to penetrate the simple minds of the various Grimm, directing them to make one last attack charge, while sending a select handful of them to guard the rear just in case.

The three remaining Goliaths bellowed out a deafening war cry and began to stomp forward, lowering their heads while aiming their long, sharp tusks, the ground trembling as they charged, followed by the hordes of smaller Grimm as Grimm Knights flew or ran away from the manor.

The sight of the charging horde filled everyone with horror, but they quickly tried to ignore the rising panic as they began reloading their weapons. Javelin wasted no time and started shooting, trying to land a bullet through the eyes of the Goliaths, but they just kept bouncing off the bone masks of the creatures.

Shocker and Yatsuhashi came running out of the manor, just in time to see the horde's terrifying approach. The other combat medics had gone inside to tend to the wounded, leaving Shocker the only one outside.

"Will Dr. Eastwood be all right?" Velvet asked as Lefko crouched close by, ready to pounce on any charging Grimm.

"I don't know for sure, we left him with the other medics," Yatsuhashi answered as he withdrew his greatsword, his tone of voice not filling the petite Faunus with confidence.

"Don't stop until they're all dead! Should we die today, we die for Remnant!" Wind Runner said to his fellow Knights as Weiss, Blake and the others emerged from the front of the mansion, looking out at the oncoming Grimm hordes, getting closer and closer.

"Look!" Exclaimed Velvet as she pointed out to see the awe-inspiring form of the Wyvern flying towards the manor.

"If Pyrrha couldn't get that thing under control, we won't stand a chance against it without Ruby's eyes," Said Blake, her voice trembling slightly.

"Don't worry, according to radio chatter, that thing's friendly!" Central assured them, grinning.

Before they knew it, the Wyvern banked right and from its wide open mouth it unleashed an incredibly powerful barrage of fire upon the Grimm hordes, incinerating many of them. The Wyvern's powerful legs grabbed the nearest Goliath, its claws digging deep into its dark body as it managed to lift it off the ground with a tremendous effort, turning it around and impaling the second Goliath with the first's tusks, the two beasts bellowing in pain as the Wyvern released the first one, causing the two to fall into a great heap, their fall causing the ground to shake violently.

N1CK3L's robotic eyes enhanced as he peered up into the sky at the Wyvern, "I see four people sitting in some sort of saddle on the back of the Wyvern…it is Ruby, Yang, Jaune and Pyrrha..."

"That means they did it!" Said Penny, everyone breathing a sigh of relief or cheering, with Blake and Weiss feeling the most relieved.

"Ha! They actually pulled it off!" Cheered Neptune while the Wyvern turned around and came back, letting out another pillar of fire from its mouth that burned any Grimm close to the flames into black dust.

Flying Grimm flew at the Wyvern to attack it, but they were quickly gunned down by Pyrrha, Ruby and Yang.

"Let's not just stand here and let them do all the work!" Coco shouted before she ran forward, hoisting up Gianduja and opening fire on the Grimm that had managed to escape the inferno, the bullets shredding the bodies of various Grimm.

The others needed no further invitation; Weiss flew forwards and impaled a Beowolf before ripping it out of the fading body while Blake used her kusarigama to tie up a Ziraph's legs and allow Penny to decapitate all three heads as she sent her swords at its long necks. Velvet used Anesidora to create a copy of Milo and launched at a line of Grimm, managing to impale several Beowolves, a Ziraph, an Ursa and a Jackalope on the long hard light javelin. Sun used his staff to pole vault himself over and clobber a Saber in the face strong enough to knock one of its long fangs out. Winter shot herself forward with her glyphs, spinning around and eviscerating any Grimm unfortunate enough to be within the reach of her sword. A Vampire attempted to swoop down onto Weiss, but Lefko ran forward and jumped with all his might, his powerful jaws biting down onto the Bat Grimm's head while his strong claws ripped through the wings.

The remaining Grimm stood very little chance against the members of Team Beacon, Task Force Omega, the soldiers of Atlas and the Remnant Knights, who wiped them all out with gleeful abandon.

Some of the aerial Grimm tried to flee towards the back, only to be obliterated by missiles from a large airship that came seemingly from nowhere. The advanced-looking airship, smooth and elegant with a distinct Atlesian sensibility in its design, came flying in from the west.

"Unidentified ship, state your name!" The voice of Specialist Yin came over the open comms frequencies.

"Resolute, this is the Winter Templar assault ship Oath of Justice! I deeply apologize for the tardiness, we had to wait for our various agents stationed in the capital to assemble." The voice of the Oath of Justice's pilot returned

"Very well, Oath of Justice, we welcome the assistance. Do not fire on the Wyvern, Pyrrha Nikos has brought it over to our side!" Yin informed them.

"Understood, Resolute. We've spotted enemy agents gathering around the wreckage of a VTOL ship and will try to apprehend them." The pilot reported.

The Oath of Justice flew low to the ground, the drop shafts on the ship's underside opening up and ejecting a fully armed group of twelve armored Winter Templar Remnant Knights who all hit the ground running while unhooking themselves from their cords with perfect timing. Cold Steel was at the front, unsheathing his sword and pointing it directly towards Cinder and her allies as a portal opened up, Tyrian being the first one to scramble inside to the relative safety of Salem's palace.

"Don't let them escape!" Cold Steel shouted as he led the charge.

As everyone rushed inside, Mercury looked over and spotted the charging Winter Templars clashing against the Grimm guards.

"Looks like we're leaving just in time!" He remarked before he and Emerald ran through the portal while Grimm Knights marched or flew into the vortex with them.

Sheer Kaa commanded the Grimm that had been stationed to guard them to attack. The beasts mindlessly ran forward with loud roars and glistening teeth and the Winter Templars met them head on. Cinder scowled and formed up her bow once more and unleashed arrows at the cavalry of Knights.

Meanwhile, Pyrrha had the Wyvern fly by again, it unleashed another powerful blast of fire that killed many Grimm, but the final Goliath had managed to escape the blaze, roaring at them as Pyrrha had the Wyvern land, its claws crushing several Grimm beneath it. The Goliath stomped the ground before it fearlessly charged at the dragon Grimm. The Wyvern did not take the challenge lightly and let out a ferocious roar of its own as it stood its ground.

"Looks like they're gonna fight!" Said Ruby, "We better get clear!"

Pyrrha nodded and stood up, knowing that Jaune was too injured to jump down, she took him into her arms before leaping off her draconic steed with Jaune clinging to her. Ruby and Yang flung themselves off just in time as the Wyvern twisted itself around, its tail whooshing over their heads and slammed into the side of the Goliath's head, knocking it over and making it collapse with a tremendous crash. Before it could get up, the Wyvern pounced upon it, its long jaws opening wide and biting down onto the elephant Grimm's thick, well-armored neck.

Some of the Grimm who had escaped the Wyvern's fire immediately raced towards the four, however Ruby and Yang immediately opened fire at the Grimm that came towards them.

"Bring it!" Yang hollered, "We're not done yet!"

She emphasized this by leaping onto a charging Ursa and attacking it with a fierce volley of devastating punches that smashed its head in, not stopping until the Ursa faded away. A Beowolf lunged at Yang, but she grabbed it by the neck and tossed it towards her little sister, who happily sliced it into several pieces with well-timed swings of her scythe.

Pyrrha placed Jaune down on his feet and sprung into action, sending Akouo flying to sever the front legs of a charging Ziraph before she jumped up and fired with Milo's rifle form, blasting off all three heads before shooting down other Grimm, grabbing Akouo and using it to bash a Jackalope away.

Jaune refused to rest on his laurels, and held the jagged edge of Crocea Mors out as he strode forward, leaving himself open to attack from one of the last Beowolves. It leapt towards him, but he quickly stepped out of the way, swinging his ruined blade and slicing the jagged edge deep into its neck. The Beowolf howled in pain as it brought one hand to its neck, only for Jaune to stab his ruined sword up through its mouth and out through the back of its neck, killing it.

Ruby swung Crescent Rose into an Ursa, cutting open its midsection and causing it to fall over, so she jumped up and ran up its back and leapt off its dying for to slice off the wing of a swooping Griffon before she slammed Crescent Rose deep into the chest of a Beringel. The ape Grimm roared in pain as it swung its fists, knocking Ruby off, but the silver-eyed girl recovered and fired Crescent Rose several times, shooting the Beringel's head, chest and shoulders, doing enough damage to kill it. She then spun around, cutting a dive bombing Vampire in two before she spotted the Griffon, screeching loudly as it ran directly at her. Ruby stood her ground until it was just a few meters away from her, she aimed Crescent Rose at the ground behind her and fired, launching herself into the air and arcing over the surface-bound Griffon, allowing her to fire numerous bullets into its back, killing it.

The last Goliath struggled under the weight of the Wyvern, as the young Alpha Grimm slashed at the elephant Grimm's trunk and legs before gripping them tight to pin it down. It bit down on the Goliath's neck and with a mighty effort, it managed to rip the screaming Goliath's head off its body. It went flying, crashed on the ground and rolled off as it faded away.

The Wyvern rose up and roared victoriously, its loud cry making any remaining Grimm stop in their tracks, leaving them vulnerable to attacks from the other members of Team Beacon, the Knights, Task Force Omega and the other defenders. Any flying Grimm were destroyed by the Retribution, Hyperion One, Hyperion Minor, Oath of Justice, Andromeda, the Atlas Eagles and the other attack ships.

Cinder and the Son were the last of Salem's agents who hadn't escaped. The Fall Maiden looked back, watching her enemies' onslaught against the Grimm, the dark creatures being mercilessly exterminated and behind her the Winter Templars got closer and closer to them.

She grimaced, knowing they had come close to a total victory, but at least with Odinson dead and Schnee Estate devastated, the mission wasn't a complete failure. After all, with the attacks on both Vacuo City and all of Atlas still fresh in people's memories, this attack would just make the populace of Atlas even more paranoid. She looked up and saw the Retribution, Hyperion Minor and a few Atlas Eagles heading towards her location, no doubt one of the Winter Templars had reported their location.

"There's always next time," She said aloud, more to herself than anything before stepping through the portal, with the Son behind her, and the portal closing after they went through, just as Cold Steel killed the final Beowolf.

"Damn!" He swore as he slid to a halt over the spot Cinder had just been while the ships flew overhead.

"This is Retribution," Raider said as he looked at the sensors and view screens on the strike corvette's instrument panels, "Enemy agents have fled through a portal of some kind. Repeat, enemies appear to have fled the battlefield."

"Can confirm," Voiced Ciel as the ships flew past the wrecked VTOL, "I spotted Cinder Fall and another figure vanishing through that portal. Hostels have retreated."

"This is Cold Steel of the Winter Templar Knight Legion, I saw them escape with my own eyes. They've fled, and we failed to apprehend them." Cold Steel admitted through the communication device in his helmet.

"Do another sweep to confirm," The voice of Specialist Yin came over the secure channel from the Resolute's bridge, "I don't want to take any chances, just in case our enemy is planning a nasty surprise. Most of the ships in the hangar were badly damaged, so we need one of the dropships to return to the hangar to pick up General Ironwood and some other passengers to transport to the ground."

"Roger that, Specialist," Raider answered, "Commencing second sweep of area."

Back on the ground, Pyrrha used her link with the Wyvern, directing it to fly over and above an undisturbed length of snow and made it flap its powerful wings hard enough to create strong wins that sent snow flying in drifts onto the fires, dousing them and sending steam rising into the air.

With the fires put out, the Wyvern glided over to Pyrrha, Jaune, Ruby and Yang and landed in front of them, moving its huge head to nuzzle Pyrrha, who hugged it. "That was perfect! You did wonderful!" She told it as she petted its face.

Yang, Jaune (who was being supported by his fellow blonde) and Ruby all watched in astonishment as the ferocious creature cuddled against Pyrrha.

"This is freaking surreal." Yang muttered.

"But awesome." Ruby pointed out.

"Oh yeah, no denying that." The older sister agreed before they noticed Weiss, Blake, Teams SSSN and CFVY, Penny, Amethyst, Winter, Lefko, most of Task Force Omega and several Knights all approaching them, but they all kept a safe distance, or what would hopefully be a safe distance, from the Wyvern.

The Wyvern growled at them, sensing their fear and apprehension, as well as the sadness some felt from those who fell in the battle, but Pyrrha used her link with the beast to sooth its mind. "It's okay, it's all right, they're my friends," She said to it with a calming voice before climbing up onto its head and then waving to them.

Everyone began walking forward, some more hesitantly than others, but some in Team Beacon like Penny, Weiss and Blake figured that if Pyrrha, Ruby, Yang and Jaune could stand next to the Wyvern without much of a problem, then they would be safe too. Sun quickly followed them, running to check on their friends.

"Are you all okay?" Penny asked them.

"Mostly," Grunted Jaune as he looked down at his chest wound, thankful that Cinder's sword had missed the major arteries and veins.

"Any medics here? We've got an injured guy!" Yang called as she gestured to Jaune.

Shocker wasted no time, jogging forward and taking Jaune, leading him towards the manor. Jaune looked back at Pyrrha, who smiled and blew him a kiss, so grateful she had made it in time. Jaune smiled back and returned the affectionate gesture as Shocker took him away, but the combat medic called to Central, "Boss, tell the Resolute to send more medics and all the med equipment they can spare!"

Coco took off her sunglasses as she and the other members of Team Beacon approached the Wyvern, looking at it in astonishment.

"So, I suppose keeping him might be a bit much to ask?" Pyrrha asked awkwardly as she tried to break the ice.

Despite everything, Ruby couldn't help but laugh. Yang began laughing too as she wrapped her left arm around her sister, hugging her tight, they gestured for everyone to come forward.

"Don't worry, he's friendly. As long as I'm here he won't hurt anyone." Pyrrha assured everybody.

Central shook his head at the sight, looking up at the Wyvern in disbelief. Part of him wanted to kill the beast, but something told him that if he even tried the members of Team Beacon wouldn't be very happy with him. Besides, not like he and his team would be capable of doing anything more than injuring it anyway. He tapped the communicator in his helmet to speak to Raider on board the Retribution.

"Raider, this is Central. Things are winding down here, do we have any eyes on any enemy agents?" He asked them, inwardly dreading having to tell his other teammates about Fieros.

Raider reported that Cinder and the other enemy agents, along with the surviving Grimm Knights had fled through a portal behind the VTOL crash site, information that Central relayed to the others.

"So I guess we won?" Remarked Scarlet.

"Seems that way, but it doesn't really feel like it." Sage said to his partner, looking around at the devastation.

"Did Callows get away too?" Asked Yang.

"Don't know for sure, but it's likely he escaped with the others." Central responded

"Damn!" The blonde swore as Ruby's expression saddened.

"We'll get him next time. What happened up there?" Asked Sun, "And why focus on Callows and not Cinder?"

"Because we found out Tyrian was the one who killed our mom." Ruby managed to answer, her voice sounding tired.

"Oh Gods," Muttered Blake.

"Ruby, Yang, I'm so, so sorry," Said Weiss as she came forward, looking like she was on the verge of fresh tears herself as she gently took one of Ruby's hands into hers.

"Hey, don't worry about it. It's okay, we'll get him next time," Said Ruby, a part of her felt sad that Cinder and the other escaped again, that she couldn't bring her mother's killer to justice, but that wasn't important at the moment. She was just happy her friends were alive. Then the sisters noticed the rather sad looks on their partners' faces.

"Is everyone okay? Please tell me we didn't lose anyone." She said, dreading the idea of anyone she cared about being hurt.

Weiss swallowed dryly, fighting tears as she forced herself to answer, "Klein. We lost Klein."

"Wh-what? No…" said Ruby, shocked. Weiss nodded, and the silver eyed girl didn't hesitate to run forward and give her partner a gentle, comforting hug, which Weiss was all too happy to accept, hugging Ruby back tightly.

Yang looked at Blake and Sun, silently pleading it wasn't true, but their eyes told her that it was. The kind man who had allowed them to consummate their relationship in peace was gone.

"What happened?" Yang asked, trying to hold back her anger so as not to disturb the Wyvern, "Who did it?"

"It was Steppenwolffe…and we killed him. Weiss and I." Blake answered.

Yang grabbed her partner, her lover, and hugged her tight before initiating a team hug with Weiss and Ruby, the four girls huddling together to offer each other comfort. Sun, wishing to comfort both his girlfriends, Ruby and Weiss, joined in, his arms wrapping around all four girls and squeezing them tight.

Pyrrha covered her mouth to suppress a gasp, despite everything she had some pity for the late Grimm Commander. She remembered her time as Fotia, being mentored by him, and even then she had seen this dark sadness in the Wolf Faunus that made it uncomfortable to be around him. Klein was worse, she hadn't gotten to know him all that well, but she knew he was a very kind man with a tremendous heart. Still she had to keep her grief under control, so the Wyvern wouldn't go berserk.

"We lost Snow Blade too," Amethyst revealed mournfully, kicking some snow in frustration.

"I am sorry to say that Fieros was killed in action as well." N1CK3L reported.

Ruby wiped tears away from her eyes as she savored the comfort she felt from the embrace of Weiss, Yang, Blake and Sun. More good people to add to the list of lives claimed by Salem and her dark forces, she didn't really know any of the three men for very long, or even very well, but they all deserved better than this. Not even someone like Steppenwolffe deserved to die.

"Weiss, I'm so sorry. I wish we could have been down here to help," Said Ruby.

"Stop. Don't you dare blame yourself for this mess, Ruby," Weiss refuted, "People up on the Resolute needed you more than we did. I don't…I don't think it would have changed much if you were down here. Someone was always going to be hurt or die in a mess like this."

"Listen to my sister, Ruby," Said Winter as she came forward, Lefko beside her, "Klein wouldn't want you to blame yourself. He wouldn't want any of us to blame anyone but those directly responsible. Besides, I don't doubt that whatever happened up there, you gave Callows the thrashing he deserved."

"Considering the fact she cut his freaking arm off and a bird ripped out one of his eyes, I'd say he'll be hurting for a while." Yang commented, surprising everyone.

"Holy crap, really?" Asked Sun as they all looked at Ruby.

"Hardcore," Fox admitted, his usual stoicism slipping away.

"Why did a bird attack him?" Wondered Neptune.

"No idea, but I'm grateful," Said Ruby, "And I'm happy you're all okay, it's bad enough to lose Klein and…wait a minute, where's Dr. Eastwood?"

There was a terrible silence among the group, one that filled Ruby and Yang with dread.

"He was badly wounded, Yatsuhashi and Shocker managed to get him inside just before you came," Explained Velvet.

Ruby looked at Yatsuhashi and pleaded "Take us to him, please."

He nodded and gestured for them to follow him and they did, with Weiss, Blake and Sun right behind them while the others stayed behind, save for Winter who decided to guide Lefko back to the safety of his pen.

This chapter was edited by Relentless Crusader

This will be the last chapter that's excessively long, from now on I promise the length will be under control.

Originally, Steppenwolffe wouldn't be killed until much later in the story, but after receiving some criticism I decided to have some more characters die here aside from Odinson and the evil S.D.C. trio. Originally Steppenwolffe would have been eaten by the Wyvern, but I felt it would be better for him to be taken out by Weiss, Blake and Sun as a poetic way for him to go out. I also decided to kill Klein off, as a way of really making it feel like the attack accomplished something, hitting home for our friends that no one, even civilians, aren't safe.