Inside the temple,

Korra and Sasha is lying asleep in bed Tenzin enters his room, where his wife and children are all sleeping in the bed. He sits next to the bed and places his hand on Pema's stomach, as both she and Jinora open their eyes.

Jinora sat up and rubbed her eye before speaking. "Daddy, you're home. We waited up for you. Is Korra okay?"

Tenzin nodded as he picked up Ikki. "Yes, she's fine, sweetie."

"I was scared. I thought she wasn't coming back."

"I'm sorry you were scared, but everything is going to be fine now. I promise."

Later, Dining Room.

In the dining room, Korra chows down on food while sitting at a table beside Sasha and Anne with the others as well as luz and kim. "The food tastes amazing, Pema. I'm finally starting to feel like myself again." Korra spoke up as she dropped a plate.

Same Sasha said.

Pema smiled as she stood up to retrieve Korra's now cleaned plate. "We're so thankful you're both home safe."

"Let me help."asami said.

The two left the room as Tenzin looked over at Korra. "Korra and Sasha I realize you've both been through a lot, but I need to know everything that happened."

"Well, first off, Tarrlok isn't who he says he is. He's Yakone's son." Korra explained having both Tenzin and the others look at her in shock.

"It all makes sense now. That's how Tarrlok was able to bloodbend us without a full moon." Lin spoke as she glanced over.

"But how did you escape?" Tenzin asked the Avatar, "And where's Tarlokk?"

"Amon captured him…" Sasha explained, "and took his bending."

"This is very disturbing news. Amon and hala is becoming emboldened. Taking out a councilman… I fear Amon and hala is entering their endgame."

Everyone I have know out hala! Lunella said come in the from outside.

Really what is it luz said.

Mel-var told me about her She's is kree and she was the kree empires former accuser but she exiled to the phantom zone for trying to murder the kree General Lunella explained.

In the kitchen.

Pema and Asami were washing the dishes in the kitchen, when Pema suddenly doubled over and cried out in pain. "Pema, are you alright?" Asami asked with concur as she grabbed the woman's shoulder.

"The baby is…just kicking, really hard, is all. I'm fine."

"Should I get Tenzin?"

"No reason to worry him, it's nothing."

Just then, Mako walked into the kitchen carrying the teapot, "Can I get some hot water? Korra needs more tea."

But the heiress simply glared at him and continued to wash the dish she was holding in her hand, "You're a firebender. Boil it yourself."

Mako looked at her in confusion, wondering why she suddenly snapped at him. Pema smiled brightly as she said, "I'm-gonna step out in case you two want to talk" she grimaced as she left the kitchen, leaving the young couple alone.

"Is there something we need to talk about?" Mako asked in confusion and Asami finally amped up the guts to look him in the eyes. But by the way she was looking at him, he was beginning to wish she had kept them lock on the plate.

"I've noticed how you treat Korra. How you acted when she was missing." she dropped the dish and washcloth into the sink as she turned to face him, "You have feelings for her, don't you?"

Mako was completely caught off guard by this, "What? No!" he briefly turned away as he said 'no' before facing her again, "She was taken by a crazy bloodbender! How did you expect me to act?"

"Don't get me wrong, I like Korra and I'm grateful for her generosity, but you've been keeping the truth from me this whole time. You both have."

"The truth? About what?"

Asami was seriously getting more and more irritated with Mako's denseness, "You're seriously going to make me say it?"

"Yes! Because I don't know what you're talking about!"

"The kiss, Mako. I know."

Time seemed to have slowed down, Mako was frozen in place. She knew the truth. She had known and he was an idiot to keep it a secret. "I-Well-I" he turned his head away from her before sighing angrily, "Bolin told you, didn't he?!"

"Don't blame your brother for what you did." she said just as angrily as Mako, "Do you have feelings for Korra or not? Asami asked.

"I don't know, okay!?"mako said

"What do you mean 'you don't know'?"asami asked.

"Look, things are crazy right now. Can we deal with our relationship problems later?" he asked as he placed his hand on hers. But the heiress quickly yanked it away.

"Well there might not be any relationship to worry about latter." she said coldly as she marched out of the kitchen.

"Asami!" Mako groaned in frustration as she left.

Outside

Tenzin walking through a courtyard, as Lin comes up from behind.

"Lin, um, I, I- I need to ask you a-a favor. It would mean the world to me... but I-I know it could be a-a potentially awkward situation; furthermore-!"

"Spit it out already!" Lin interrupted the Airbender.

"Will you stay here and watch over Pema and the children while I meet with the council? With everything that has happened lately, I want to be sure my family is in safe hands."

Lin then puts her hand on Tenzin's shoulder. "Of course I'll help, old friend."

"And I would like you to do the same eda, with Amon going after the Council members now, I suspect he might send a large group here."

"Right sir!" Lilith nodded at him as Pema walked up, holding Meelo.

"I didn't realize you two were out here." She asked, looking at her husband and Lin.

"Pema! Ye- yes- yes, Lin has agreed to help out around here and keep an eye on things while I'm away."

Pema smiled at that. "Thank you! I could use the extra pair of hands." She then gives a laughing Meelo to Lin. "Would you mind giving him a bath? He's filthy."

Meelo sticks out his tongue and blows a raspberry at Lin while continuing to laugh. Lin looks over at Tenzin who mounts his sky bison; before yelling out while holding Meelo away from herself. "This is not what I signed on for!"

Republic City.

Tenzin arrived at City hall to let the rest of the Council know what happened with Tarrlok.

However once he arrived on top of the building thats when he was attacked by some equalists disguised as workers.

Quickly he avoided their attacks before airbending them back.

Before they could attack again however though thats when lightning nearly hit them making them look up seeing Storm making them flee.

"Good timing." Tenzin said before seeing multiple explosions go off. "Amon has declared full out war on Republic City." Tenzin said.

Meanwhile

Luz and the others rushed out of the Institute seeing this.

"Oh man!" Gus yelled.

"Looks like Amon is entering his endgame." Sasha said.

"Hmm. Ok we'll split up to cover more ground. Apollo,gus,vee,Emily,hunter,tint,sprig,Polly I want you three on Air Temple island. Incase Amon or hala comes after Tenzin's family. With Pema in her final month she'll be an easy target." Luz said.

"I'm on it." Vee said turning into an Eagle and flew off whale the others got on super cycle.

"Korra,Aja,willow,Mako,nimona,Emily,miles,Anne,Sasha,marcy,maria,kim,krell,Dani,Bolin,hunter,amity and Asami you'll be with me. We need to find Tenzin. Theres a good chance Amon and hala is targeting the leadership to put people in disarray." Luz said.

"Lunella and I remain at the base to see if I can coordinate from here with the second Cerebro." Chris said going inside.

"Lets go." Apollo said.

Meanwhile

Up on one airship Hiroshi looked at a small pocket photo of his family before closing it as he approached Amon and hala.

"I've dreamed of this day for so long." Hiroshi said.

"Yes. The time has come for the equalists to claim Republic city as their own. And soon the alien threat will be eliminated" Amon said making him frown.

"Aliens only care about themselves." Hala said.

"Meaning?" Hiroshi asked.

"I had an encounter with a alien 7 years ago. He proved they all care about power." Hala said making him frown.

On the surface.

Dani yelled as she made energy weapons blasting the Equalists back before Darrel rushed in with a large sword and smacked them all back quickly.

Ash used her magic to quickly sent a large wave of Water hit them forcing them back before lightning hit them from hunter and Anne making them scream in pain.

Not far from here marcy was levitating several Equalists up before Sasha pinned them to the walls with her spikes.

"Stick around." Sasha joked.

"You watch too many movies." Miles said knocking several Equalists out before maria made Sonic blasts to knock them out.

Anne popped her claws out before slashing through several Equalists.

Meanwhile at police headquarters.

Chief! Air unit seven was just taken out by an Equalist airship. They crashed into the harbor." said one the male telegraph operators. Saikhan was in the control room inside of Police Headquarters receiving news on the Equalists attack on the city.

"Send a river rescue unit." the chief commanded.

"Chief, all the river rescue ships have been sabotaged!" said a female operator.

"What?"

The door opened an Tenzin entered the room, "Chief Saikhan."

"Tenzin, am I glad to see you. I was afraid you'd been captured too."

"I'm the only Council member left. What's the status?"

"Amon has launched simultaneous attacks across the boroughs. The police are trying to regain control but we're spread too thin."

Tenzin stroked his beard pensively, "I need to send a wire." he said to the clarks.

"To whom, Councilman?"

"The general of the United Forces."

In the halls of Police Headquarters, people ran in both directions. Smoke poured out of the air vents and people began to cough and fall over. "Councilman, your wire has been sent." said the male operator.

"Chief, the phone lines just went dead!" said the female operator. Both Saikhan and Tenzin glanced at each other as an alarm went off. The power went out, silencing the alarm. Saikhan turned on a flashlight and tossed another one to Tenzin. They both searched the room with their flashlights, then Tenzin noticed smoke coming out of a vent.

"Saikhan, the vents." The chief metalbended the vent shut as the people in the room started coughing. "We need to evacuate immediately." Tenzin said, "Everyone stay close to me." The hallways was filled with smoke, but Tenzin protected them all by creating an air done around him, Saikhan and his workers. They finally reached the outside of Headquarters and Tenzin stopped his airbending. Everyone gasped at what they saw in front of them!

The meca tanks!

The machine held up magnetic arms and attracted the metalbender's police uniforms. Two metalbender officers were captured with these magnets and Tenzin tried to save Saikhan by pulling on him with an air current. However, the magnet was too strong and Saikhan was captured as well.

The three mecha tanks deposited their metalbender officers into a truck and another mecha tanks fired a pincer cable at Tenzin, but he airbended the cables down and captured the attacking monstrous machine. Two more mecas fired at Tenzin, who once again deflected them with airbending. A meca charged towards him and fired a pincer cable, knocking him against the wall of police headquarters.

Tenzin used an air wheel to soften his fall. he looked around and saw the truck drive away with the metalbenders and Saikhan. Tenzin felt awful for having let them down. He looked up as he saw a burning police airship falling out of sight from behind a building. He also saw the telegraph operators being captured by Equalists on the City Hall steps. His vision became blurry before completely going black as a mecha tank closed in on him.

Meanwhile,

Lin,eda,Lilith,rj and king all saw the airship and prepared themselves to fight the equalists.as Apollo,gus,vee,Emily,hunter,tint,sprig,Polly arrived they stayed close and get ready." the former chief commanded.

Apollo took his stance, ready to stomp his legs to earthbend, gus had his own water skin around his waist the water and hunter had flapjack at the ready and king was pounding his fists together.

"Everyone else hide inside and remain calm." Lin ordered to Pema and the children. But then, Pema began to scream in pain. "Pull it together, Pema! Didn't I just say 'remain calm'?"

The mother-to-be was leaning over with her hand on her stomach. Ikki looked at her mother with worry, "Mommy, what's wrong?"

"The baby's coming!"

Eda and Lilith's eyes widened, "What?!"

Jinora, "Oh, no!"

Meelo, "Not now baby!"

Two female Air Acolytes quickly rushed to Pema's side and lead her inside. Eda turned to Kim, "king, you go and help Pema."

"Me? I don't know anything about delivering babies!"

"You don't have to deliver just help her out, get her some water, anything."

Pema screamed again.

"GO! She always liked you!"

"Okay, okay I'm going!" King rushed to Pema's side, "Don't worry Pema, king is here to help."

"Thank you, sweetie"

"Kids, go inside!" Lilith ordered the kids and they all rushed inside. The three woman and eight teens stood their ground.

Meanwhile in republic city

nimona turned into a Rhino as Amon's minions rushed in before she charged right at them making them scatter before turning into a Cheetah and roared as she pounced on one before turning into a gorilla and roared before picking him up and threw him at another before pounding his chest.

Only for her to roar as she was electrocuted from behind by the Lieutenant.

"Your good. But not good enough."

nimona growled before she turned into an Elephant and picked him up with his trunk before roaring as she threw him far out into the sea before roaring at the rest who backed away.

"Yeah thats right. Run away you jerks!" nimona yelled as a portal opened up before korra and the others came through.

"You ok?" Korra asked.

"Other than getting shocked from behind yeah. I'm good. Oh and uh i got a message from "Chris"Tenzin your wife is in Labor." nimona said making him widen his eyes before rushing inside.

Tenzin sees airships head towards the island.

Of no he said.

Meanwhile

The White Lotus sentries watched as the chi blockers ran up the steps and began bending at them with their respected elements as a cable from a second airship buried itself in the steps immediately below them. More chi-blockers swung down, followed by the Lieutenant. Lin,eda,Lilith and realm defenders stood guard in the courtyard as they listened to booted feet running.

"Get ready girls."

Apollo summons he's swords, "We were born ready."

Lin heard something in the distance, "Quiet. They're coming."

Right at that moment, they saw the Lieutenant and a group of chi-blockers raced up the steps and charged.

Lin quickly used her cables to take down two chi-blockers before grabbing another with the cable. An Equalist ran up to her, but Apollo intercepted with an earth column. Apollo bended out another earth column and shoot the projectile to a Equalist's face. Emily sent gust of air that send the Equalists flying backwards.

Inside

Pema laid in bed as an Air Acolyte placed a cloth on her forehead while king gave her a glass of water. "The children, where are they?" she asked with worry.

"Don't worry. They're in the other room, totally safe" said the Air Acolyte.

King handed her the glass, "Yeah, just relax Pema"

Then Pema let out another scream, "AH!"

King was so startled that he dropped the glass of water onto the floor, "Or not! Whichever works for you!"

Outside

The Lieutenant charged at Lin, but then he felt his whole body become surrounded by water, gus was bend around his body and the man was now trapped from the chin down in a pocket of water. Witch boy rose him up and slammed him into the side of the temple.

"Take that you, brute!"gus said.

But the Lieutenant quickly recovered, as the ponies prepared to fight him, Lin jumped in front of them and unleashed her cables at him. He intercepted her cables with his batons, sending a current through them to knock her over.

"Lin!"eda said.

The others all charged at the Lieutenant. All eight including eda,rj and Lilith jumped at him at the same time, ready to strike with their respective elements and skills. Time seemed to move in slow motion as they all nearly made contact with the Lieutenant.

"AAAHHHHHHH!"

Lin opened her eyes and saw the eight laying on on the ground, unconscious. The Lieutenant had electrocuted them with his sticks.

"Guys!"

The Lieutenant approached the woman, ready to finish her off with his kale sticks…

"Stay away from my dad's ex-girlfriend!"

Jinora came flying down on her glider. Once she landed she used her staff to blow the Lieutenant away over a nearby roof. Jinora smiled in triumph. The others were so happy to se her.

"Jinora!"

"Atta girl!" Eda cried out happily.

"Jinora, you shouldn't be out here!" Lin cried in worry. Then, Ikki arrived on an air scooter and knocked down several Equalists over.

"Get off our island!" She successfully knocked down several more Equalists and joined Lin, Jinora and the ponies.

Lilith, "Go Ikki!"

Rj, "Wo-ho!"

"Girls, you need to go back inside this instant!" Lin ordered.

"Taste my furry!" Meelo flew down from the roof and landed his behind on an equalist face, breaking wind right on it, knocking the Equalists unconscious.

The little airbender kept on blasting away the equalists away with much strength and furry. He then blasted all of them away simultaneously by creating and air bubble around himself which he then dispersed creating a huge gust of wind. The young boy screamed in fury.

Lin gave up, "Never-mind"

later

All of the equalists sat on the ground tied up and defeat. Lin looked at the corner of her eye. "Gus, stop hitting those equalists."

Gus was levitating two equalists and making them hit each other. Witch boy lowered the two groaning equalists down smiling in embarrassment. "Sorry, got carried away"

Lin turned to the sentients, "Take these equalists and lock them in the temple's basement."

Eda nudged Jinora's arm. "You kids were incredible back there."

"You were all smashing!" Rj said proudly.

Lin also smiled proudly at the kids, "Yes they were. Nice work kids."

Vee narrowed her eyes at her, "Ahem!"

Lin turned to the other. "You all did a good job too."

They then saw a bison landing in the quad. "Dad!" Jinora and her siblings ran to hug their father while the others ran to hug Korra and Tenzin hugged his kids, "Oh, thank goodness you're alright."

"We caught the bad guys" Meelo said while climbing his father's head.

"You let them fight?" Tenzin asked Lin in shock and anger, "Do you realize what could have happened?"

"It's true; they really came through for us. You should be proud. You taught them well."Eda said.

Tenzin smiled at his children who looked up at him with matching smiles. They really were his father's grandchildren. Rj then yanked on Tenzin's robe, "Not sure if it's a bad time to mention this but, Pema is sort of…in labor."

Polly gasped, "Oh, dear! I hope she's doing her breathing exercises!" A portal opened and Camila came through at super fast speed towards the temple to the mother-to-be, "BREATH PEMA!"

"Go on, be with your wife." Lin said kindly as she cleared the path for him.

Tenzin quickly ran into the temple as the others followed. As Tenzin walked into the halls he heard the sound of crying and ran faster. He finally reached the infirmary….to see his wife carrying their newborn son in her arms. King was sitting next to her, smiling at the baby making "cooing" noises. Camila removed some strands of hair from Pema's face. She then noticed her husband walk in, a warm smile on his face.

"Tenzin."Pema said weakly.

"I'm here Pema" he said as he sat next to her on the bed. They looked down at the baby. Pema couldn't contain her smile, "Our new son"

"He's so cute" Fluttershy complimented.

Spike agreed, "Yeah. Tough, too. He put up a pretty good fight."

Tenzin took the child in his arms and the baby smiled at his father. The kids snuck a peak from the door entrance. "Come, meet your new brother."

"A brother? Well it's about time." Meelo said happily as he and his sisters ran up to the bed to greet the newest member of their family. Lilith wiped away a single happy tear.

"You kids should be so proud." she said.

Jinora smiled happily, "We are."

"Welcome. I'm Ikki and this is Jinora and Meelo. We have a super great family and we're so happy you're a part of it."

King tickled the baby's chin, making him giggle, "Just to warn you though; they do tend to get a little "nuts" sometimes."

Eda narrowed her eyes at him, "king!"

"But all in all, they're pretty cool." the baby grabbed king's claw and began sucking on it, making the little dragon tear up, "You are one lucky little guy." he said.

Korra, Mako, Lin and the other realm watched happily once they entered the room. The others even shed a few tears.

But sadly, Korra's smile quickly faded, "I'm so sorry to interrupt but…more airships are coming."

The family looked at each other distressed. "So much for the happy moment." King said sadly.

Outside.

everyone looked onto the distance, horrified to see a whole bunch of airships coming towards the island. "What do you wanna do Tenzin?" Korra asked her mentor hopefully.

"I need to protect my family and get them away from this conflict as possible. If Amon got his hands on my children…I'd hate to even think of it." Fluttershy placed her hoof on his shoulder for reassurance.

"If you're leaving, I'm coming with you." Lin tells him.

"But-…"

"No arguments! You and your family are the last airbenders. There is no way in the world I'm letting Amon take your bending away."

"Thank you, Lin."

Twilight smiled proudly at Lin's loyalty, "Spoken like a true friend, Lin."

Tenzin turned to his student, "Korra, I want you to leave this island and hide for the time being."

Lin, Pema and the kids were all on Oogie ready to leave. But before Tenzin got on, he and Korra hugged each other goodbye. "Stay safe Korra" he said.

"Everyone was at the sky bison stables. "Willow Gus go with Tenzin." Luz said. "What? Why?" Willow asked. "You two were my first friends when i arrived in the demon realm. I don't want Amon or hala taking you." Luz said. "Okay." Willow said as she and Gus hugged Luz.

Let's go lin said as all of tenzin family got on the sky bison.

"Go, we'll hold them off." one ordered.

the realm defenders all got on biospip while korra and team avatar got on naga"Everyone, climb on!" Korra cried gesturing them all to get on. Mako, Bolin and Asami climbed on.Korra stirred the reigns as the polar bear dog ran as fast as her feet could take her. As they ran around the side of the island, Bolin pointed to something coming at them; the Lieutenant.

"Mustache guy!"

As the man slide down the slope and jumped to attack them, Naga also jumped up and SLAPPED the Lieutenant down the hill with her paw, all while letting out a mighty roar!

Korra smile proudly at her animal companion, "Nice one Naga"

"Everybody, stay close!" Korra instructed as the white beast jumped into the water and the wiggled ponies all dove in at the same time. Once underwater, Korra waterbeds an air bubble around them as Naga continued to dog paddle deeper into the sea.

Later

As Tenzin and his family flew away, the armband on the bison's arm glowing bright, and an equalist airship attacked them. They shoot a giant net at the sky bison but the force field repelled it. However, the equalists would not give up so easily as a few more of them all jumped high and landed onto the forcefield device that Lunella put on the bisons horn.They kept on hitting it with their electric sticks and bear hands until the thing gave way. Luckily, Lin managed to knock them down by whipping at them with her extension cables.

"They're not going to give up, and this force field won't last for long!"

She used her cables once again to grab hold of one of the equalists net ropes and looked at the family. The looks on their frightened faces triggered something within Lin.

While the forcefield would hold, she knew the equalists would catch up with them. She had to make sure they wouldn't. The sun's rays managed to break through the grey clouds and the lights reflected a rainbow-like glow among the family. The rainbow colors reflected in Lin's eyes. She had made up her mind.

"Whatever happens to me…don't turn back!"

"Lin what are you doing?!" Tenzin shouted.

Lin ran and jumped off of Oogie, reeling herself up and landing on the airship, where she took her stance and began ripping off a large section of the airship's metal skin. There was an explosion and it began to fall into the harbor below.

Lin metalbended a panel to catapult herself to the other airship. She began to rip it apart when the Equalists came up from behind her. They wrapped their bolas around her body and feet, electrocuting her into unconsciousness. The last airship turned back as the family gassed at it in shock.

"That lady is my hero" Meelo said.

Tenzin sadly watched as the airship grew farther away. His friend had done the ultimate sacrifice. "Yes…she is"

With the others

The heroes managed to make it safely to shore. They all watched sadly at Air Temple island from the opening of a sewer tunnel. The ponies and Korra all looked heartbroken at the scene.

Mako walked up, placing his hand on her shoulder. "Korra, we should get moving." He held her close as they all walked deeper into the tunnels. He knew Korra needed the reassurance after everything that had happened. The airbenders were like her second family. As they walked deeper into the tunnel, Asami looked at them disdainfully before she too walked on alongside Bolin and Naga.

Luz and the others were looking at the chaos. "Aunt R.J I'm scared." Luz said. "Don't worry we will stop Amon and hala." R.J said. "Yeah don't worry kid." Eda said.

Later

Lin had her hands tied behind her back and was forced to kneel in front of Amon. Rain poured on them as the masked man looked down at the metalbender. "Tell me where the Avatar and her ponies are and I'll let you keep your bending."

"I won't tell you anything, you monster."

"Very well." he walked behind Lin. Dignified, she closed her eyes and Amon placed his thumb on her forehead. She opened her eyes in horror and gasped as she felt her bending being taken away. Once he removed his thumb, Lin fell to the ground, unconscious. As the Equalists dragged her limp body away, Amon grabbed the Lieutenant by his shirt, "Find the Avatar. Discover where she's hiding!" he ordered in such a frightening way, which was unlike his usual cool self.

"We will do our best sir, but we have very limited knowledge as to where she coul-"

"Find her! I don't care how long it takes, find her and her ponies and bring them to me!" He released the Lieutenant and shoved him a few feet away. He saluted to his leader.

"Yes Amon. We will do what we can."

"You better." As the rain fell down on his head he looked over at the city before him. "I will find you Avatar. I will find you even if I have to turn this whole city upside-down."

The next day

The following morning, a United Forces ship was approaching Republic City. A man walked up to the general, a strapping young fire nation man with a very serious but dignified demeanor. "General, I just received a wire from the Avatar. She says Amon,hala and their forces have gained control of the city. How do you want to respond?"

"Tell her we will be arriving in three day's time. And that I look forward to winning back Republic City, together."

"As you wish, General Iroh." the man saluted him before walking away.

A/n im not doing the chapter it's the same as next episode is just like the show if you didn't see it watch it