Please do check out this fic by BRSxIgnition it's a Velvet and Blake fic, only one chapter up at the moment but its very good. New writer, but a natural, leave them a helpful review and let them know I sent you if you find time!

s/11759321/1/All-Ears

Hello again readers, to make up for the terribly short chapter last time here is a much longer than normal one. Remember that the events in this story take place between season 2 and season 3, just to clear things up.

It's Over.

Velvet gasped in pain as she felt her aura abruptly shatter. Luckily the protective field had just enough strength left to repel the attack. The Deathstalker's mandibles clicked together as if in mild annoyance. The stinger was hoisted aloft once more. Velvet tensed and closed her eyes. Her right hand sought out Cardin's one last time.

The stinger began to fall.

A fierce yell made the Grimm hesitate for just a fraction of a second. Velvet's eyes snapped open at the sound as Russell flew through the air and blasted the stinger aside with an explosive dust infused strike from his daggers. He landed crouched before the beast before advancing and ducking nimbly beneath the slashing mandibles. He sliced off both of the offending appendages. The creature responded by sweeping its pincer at him. The two halves of the limb clacked together fruitlessly as Russell ducked under the attack. It followed up with a back swing quicker than he expected. The blow sent him flying, his body flew past Velvet and Cardin, finally impacting the ground after 20 feet. He bounced once and rolled to his feet, skidding to a halt as he dug his daggers into the ground to slow his slide. "That all you got?" He roared, activating his semblance and sprinting past Velvet and straight back at the waiting Deathstalker.

Russell slashed into its face with explosive dust loaded once more. A flurry of blows rained off its thick armour as Russell bellowed wordless anger into its face. The explosive power of each successive strike steadily forced the Grimm back, driving it away from Cardin and Velvet. A blind swing of its left pincer forced Russell to flip backwards out of reach. His weapons cycled to ice dust mid flip. He slammed the tips of his daggers into the ground and a line of huge ice spikes shot from the floor, spearing the Deathstalker's vulnerable underbelly and raising its impaled form from the floor.

The twitching Deathstalker's spindly legs groped for the ground, far out of reach. It screeched as its struggling mass forced the inverted icicles deeper into body. Frost crept along the creature's carapace, its body creaked and snapped as it tried to move its rapidly freezing muscles. Russell cycled his dagger's cylinder to load explosive dust with a flick of his wrist. He slammed the tips of both daggers into its frozen form, the following explosion shattered its body. Icy crystals of frozen innards flew in every direction. No part of the Grimm's remains were bigger than a football.

Russell waded through the thawing gore, recentering himself between the remaining Deathstalkers and his injured comrades. He brandished his daggers as he surveyed the group of enemies in front of him. Fifteen Deathstalkers hissed and chittered amongst themselves, most of them were small but that didn't mean Russell had a hope in hell of winning, especially now that he had expended almost all of his dust. He had achieved something though, I bought time. He glanced back at Cardin, his leader was lying on his front, Velvet was kneeling at his side, applying pressure to a deep slash across his back. This has to make up for leaving him alone with the Ursa, Russell thought.

He turned back to the gathered Grimm. "Come on! Which of you ugly mother fuckers is next?" He roared.

The Deathstalkers hissed and started to slowly scuttle backwards. For a fleeting moment Russell believed that he had inspired terror into their black hearts. That was until Yatsuhashi charged past him bellowing a war cry and brandishing his massive sword. The other second years ran past him, Russell sighed and sprinted after them.

"Vels alive! Form a perimeter. Keep those Grimm away from her! KILL THEM ALL!" Coco ordered. No such instruction was needed, the hunters in training had bloodlust in need of sating and nothing would stand in their way.

Port lagged behind, the professor crouched beside Velvet who was still kneeling over Cardin's prone form. Her bloodied hands were pressed into a deep wound across his back, thick dark red blood welled between her fingers. Her sunken eyes shone with unfallen tears and her shoulders shook with sobs that her exhausted body could not properly express. "Are you alright my dear?" The professor asked softly, placing a steadying hand on her shoulder. He transferred across a small portion of his aura to kick start Velvet's healing process. She nodded silently, her eyes never leaving her unconscious lover's body. Port leaned past her and placed a hand onto the bare skin beside the ragged hole in Cardin's back. Again he willed a portion of his aura into the injured student. Cardin's cheeks slowly regained their colour as his aura did what it could to keep him alive. "Watch over him." Port instructed as he rose to his feet. Velvet nodded again, too exhausted for words. Port rushed to join the fray.

Yatsuhashi severed a pincer from a Deathstalker then buried his blade in the roof of its mouth up to the hilt with a well timed thrust. Seeing Velvet alive had reigned in his rage. The worst woe he had ever experienced had been fearing her dead. Now he felt the great joy and relief of seeing her alive. Still, these Grimm had hurt her and he would make them pay.

The twins advanced in unison, their precise aim blasted the front legs off of a large Deathstalker. As its face impacted the ground the duo leapt forwards, mecha shifting their rifles into melee form in perfect synchronisation. Gray's axe struck first, embedding into the top of the Grimm's carapace. He let go of his weapon and rolled to the side as Flint brought his maul down onto the axe, forcing the blade deeper and finishing off the creature. The younger sibling ripped his weapon free and accepted a smug high five from his older brother. "Hell yeah, wombo combo!"

Coco was forced onto the defensive by a pair of car sized Deathstalkers, blocking and dodging left her no time to attack. A shadow passed over her as Fox leapt from a large boulder and dived down on the closest creature fist first, his one good arm held rigidly out in front of him. His shockwave semblance blasted clean through the Grimm's underdeveloped hide. The creature slammed violently into the ash as Fox's entire body disappeared inside it. Coco's bag bludgeoned the other Deathstalker to death as Fox emerged from the Grimm's corpse and clambered out of the dead shell. Shreds of flesh slid from his blood slick body. He shook like a dog, dripping ichor flicked from his hair and clothes to be soaked up by the dusty ground. Coco shook her head in dismay. "No way am I kissing you till you shower." She admonished in mock annoyance.

Rod's revolvers blasted all ten of another Deathstalker's eyes in rapid succession. The blinded Grimm reared back in pain and the Faunus boy used the slope to his advantage, sliding beneath the creature on his back. He held his tomahawks aloft. The sharp blades, aided by the student's momentum, ripped through the Grimm's vulnerable underbelly. Spools of intestines spilled out of the Grimm's ruptured underside in his wake, some splattered down onto his head and chest. He tumbled out from beneath the Deathstalker as it finally registered its wounds and collapsed. Before it even hit the ground Rod holstered his weapons and scraped his fingernails along his tongue, trying and failing to rid his mouth of the vile taste of Grimm blood. "Gross!" He exclaimed between wretches. A pair of weapons in the periphery of his vision caught his attention.

Dove and Sky came over the lip of the crater, closely followed by the Shamblers and Beowolves from which they had fled. Sky's armour bore several fresh dents and scratches. The tip of his Halberd emitted a fine stream of black smoke as the Grimm blood coating its blade disintegrated. His weapon fell from his grasp as he slipped and bounced painfully down the slope. Both his arms cradled the distress beacon and he shielded it from the worst of the fall with his own body. Dove tumbled down the slope after him a moment later.

"Can't we have a breather?" Fox panted as he eyed up the fresh wave of enemies the first years had brought with them.

Coco sidled up next to him and discretely patted his behind. "Ssshh." She cooed. "You need the exercise, I remember this being firmer." She teased, giving his bum a quick squeeze.

Fox smirked and shook his head in dismay as the first bone darts whistled past their heads. A short distance away Ember snaked an arm around Velvet's waist to support her limping friend and dragged the still unconscious Cardin by his collar with her other hand. She steered them both into the cover of a large rock. "Stay low Vel, let us handle this." The redheaded pyromancer instructed sternly before rejoining the battle.

A moment later Rod dived into their cover and dropped both Velvet's chainsword and Cardin's mace on the ground. "Just in case." He explained as he ran back into the fray. Velvet reached forward and pulled her weapon within easy reach, wincing as the action pulled at the still healing tissue of her trim stomach.

Russell had just finished off a dog sized Deathstalker and took a moment to catch his breath. Sprinting up such a steep incline, even aided by his semblance, was catching up with him. He used the reprieve to glance around the crater, his comrades were finishing off the last few Deathstalkers, though a sizeable Shambler horde was now cresting the lip of the crater. Ember immolated a small Deathstalker. She hadn't so much as looked at him since they started ascending the mountain he pondered that fact for a moment. A moment was all he was allowed, the ground beneath his feet ruptured and bubbled. A steep mound rapidly formed, accompanied by the groan of shifting stone. The mound exploded outwards, lobbing great slabs of stone in every direction and throwing out a cloud of disturbed ash. Russell was thrown clear too.

He regained his footing as the dust started to settle, the sight that greeted him was not a pleasant one. He spluttered as his breath caught in a throat left raw and sensitive by the airborne ash. The glimpses he caught through the concealing cloud were of a Grimm.

A Grimm massive in stature.

It rose up on spider like limbs, as thick as tree trunks, much higher than a normal Deathstalker. The beast's four scythe like mandibles parted, revealing countless rows of triangular teeth lining the entirety of its gaping maw as it let loose a deep reverberating roar that shook Russell to his very core. Two huge gnarled pincers, each the size of a house, stiffly separated in anticipation of the coming battle. Twin tails rose up behind its body. The left was topped with a stinger even bigger than that of a Hiveguard's. The right tail ended in… something else. Some sort of nozzle dripped a black tar like substance that sizzled when it came in contact with the ground. The Grimm's body seemed to writhe and shift. As the ash cloud dissipated Russell found the reality to be far worse. Its body was coated in a writhing mass of Deathstalker Nymphs. They were scuttling all over their mother: the Brood Queen.

Russell's jaw gaped open in awe at what was definitely the most terrifying thing he'd ever seen.

The Brood Queen lumbered out of the depression in the ground, rocks as large as cars bounced and rolled when they came in contact with lazy sweeps of its massive legs. Russell recovered his wits, suppressing every instinct of self preservation that screamed at him to turn tail and run. He forced his quaking legs to remain still and attacked the beast. His daggers spat sharp and icy death, though the creature didn't seem to notice the twin streams of projectiles ricocheting off its white armour plate and black exoskeleton. The colossal Grimm only reacted when one of his projectiles hit a Nymph that was scuttling along its back. The miniature Deathstalker squeaked in surprise, transfixed by a foot long icicle before slumping down and falling from the beast's back. All ten of the Brood Queen's eyes focused on Russell and a low growl rumbled in its throat. "Ah shit." He mumbled, his arms fell limp at his sides, paralysed by fear as one mighty sweep of its pincer tore through the ground before him and threw him and several tonnes of boulders across the crater.

Russell gasped as sight and sound and pain returned to him all at once. A mound of jagged pulverised rock stabbed into the flesh of his back as a heavy yet slender slab of stone squeezed the air from his lungs. His trembling arms pushed and pulled at the rock lying across his torso to no avail as the Brood Queen stalked forwards. "For fucks sake!" He wheezed with the last of his breath as the creature crept into the corner of his darkening vision. Time slowed to a crawl as the beast advanced. Regular thuds reached his ears. A part of his mind wondered in vague detachment as to the origins of that persistent thumping. Was it the pounding of his pulse in his temples? Was it the popping of his ribs snapping one by one?

Russell's dying mind sadly concluded that he probably wouldn't find out as he fought a losing battle against the heavy lids of his eyes. The source of the thumping made itself known as Ember's black boots marched into view. The rest of her soon followed as she placed herself between the Brood Queen and Russell. He reached out towards her, his mouth tried to form words, tried to tell her to leave him and save herself. There was no breath left in him to make those sounds.

Ember strolled forwards, her sword held tightly in her white knuckled fist. Her free hand was held, palm facing skyward, at her side. A fireball formed in her gauntleted hand with a flick of her wrist, incorporeal flame danced along her fingertips, feeding into the miniature sun nestled in the palm of her hand. Her eyes narrowed and her lips pulled back in a snarl as a low growl emanated from her throat. The growl grew to a roar. The roar became something else, something more; pure unbridled rage given vocal form flowed forth from her lips. As her rage grew so too did the fireball she had formed. It was now larger than a basketball, the white hot sphere radiated a light so intense that it could not be gazed upon directly. Her booted feet scraped across the smoking ash into a braced stance. The ground around her burst into flames. She turned her palm to face her enemy and cocked back her elbow as if she were about to throw a punch. Her open palm flew forwards, sending the rapidly expanding supernova rocketing towards the enemy.

By the time the flaming sphere made contact with the Brood Queen, it far eclipsed the massive creature. A smoking trench was left in its wake. It burned with the fury of a thousand suns and hit with the force of a freight train. A huge pall of smoke followed the blast, hiding it's effectiveness from Ember.

A wailing shriek reached her ears. It was not a shriek of pain, it was one of raw fury. The smoke cleared and Ember caught sight of her enemy once again. The horde of small Nymphs cascaded from their mother's back. Most were aflame as their corpses rolled off the larger creature's carapace. The Brood Queen itself was no worse for wear. Apart from the blackened armour plates it was hard to tell Ember had even attacked the beast at all. The Grimm charged, Ember muttered a curse and sprinted to the right. "Yatsu! I think I got its attention!" She shouted without turning back, her legs pumping rapidly in order to evade the Brood Queen as it took up pursuit.

Yatsuhashi nodded and sprinted up to Russell who was just barely clinging to consciousness, his fists feebly tapped at the rock with the last dregs of his strength. The stoic second year crouched over him and tucked his fingers firmly beneath the stone trapping his friend. The thick corded muscles of his arms and back tensed as Yatsuhashi lifted the monumentally heavy slab. His legs quaked as a strangulated cry of exertion forced itself through his gritted teeth. Russell breathed in sharply as the pressure on his chest eased. Finally the slab reached the turning point and gravity did the rest of the work, the stone slab landed with a muted thud that didn't do its weight justice. Yatsuhashi pulled Russell to his feet as his younger comrade greedily gulped at the air to soothe his burning lungs. He placed a steadying hand on Russell's shoulder and waited for him to catch his breath.

"Thanks." Russell finally managed to pant between breaths. "Thought I was done for." He added after a few more deep breaths.

"No Russell, thank you, I thought I'd lost Velvet and without you risking your life... I probably would have." The second year swordsman pulled Russell into a crushing embrace. "Thank you." Russell's feet left the floor and the toes of his shoes just barely scraped against the rocks below him.

Russell smiled and patted his friend's shoulder. "Come on big guy, I've had enough air squeezed out of me for one day." He wheezed.

Yatsuhashi put him back down, grinning. "Sorry."

Russell gave him a playful punch in the arm and began running towards the massive Grimm. "You can tell me how great I am after we kill that thing." He said, pointing at the Brood Queen still pursuing Ember. "Deal?"

"Deal." Yatsuhashi answered falling into step with Russell as his younger comrade snatched his weapons back up from where they had fallen.

Ember was starting to get sick of kiting this thing around the crater. It felt wrong. Running from a fight, especially one with Grimm, was not in her nature. A glob of highly corrosive acid flew past her head. The black, viscous fluid melted a small crater in front of her. She leapt over the smoking pool and continued running. To her left Rod and the twins were throwing everything they had into the beast's flank, hoping to draw it away from their teammate. The colossal Grimm either didn't notice or didn't care. Its focus was solely on the red headed pyromancer. More acidic projectiles rained down around her. She really had pissed this thing off.

Port appeared in her path, running in the other direction. Ember smiled as the professor barrelled past her. The Grimm would have no idea what hit it. Port leapt upwards and swung his blunderaxe straight at the creature's face. He struck it between the eyes, the ground beneath the Brood Queen fractured and the shockwave flung ash into the eyes of anyone within two hundred metres. The force of his blow caused the creature's legs to buckle. Its spiderlike limbs folded beneath it as it fell forwards into a roll. Car sized boulders were sent in every direction as its flailing mass slammed into the steep western face of the crater wall. Its armoured bulk rolled down the incline accompanied by a small landslide before coming to a rest.

Professor Port surveyed the situation, the eastern side of the crater was crawling with Shamblers, they were dangerously close to being over run. "Students, assist your peers with the Shamblers on the other side of the crater. Leave the Brood Queen to me."

"Yes professor." Yatsuhashi, Russell, Ember, Rod and the twins answered in unison. Though Port did detect a bitter tone in Ember's voice.

The students took off at a sprint to assist their friends leaving the professor alone with the Brood Queen. It staggered to its feet, jerking violently left and right as it searched for the one that had hurt it so. A small fissure in the armour between its eyes denoted the point where professor Port had struck. "Finally." He muttered as he took aim. "A challenge." He pulled the trigger. The shot bounced off the creature's armour but did succeed in gaining its attention. It shrieked a piercing challenge and scuttled forwards. Port allowed himself a small smile, barely visible beneath his bushy mustache. He brandished his axe high as he sprinted straight at the Brood Queen. "Have at you!"

Sky ducked behind a rock and set down the distress beacon, giving it a quick once over for signs of damage. A couple boulders to his left Dove plinked away frantically with his pistol, beside him the machine pistol built into Fox's functioning armblade chattered away. It was like pissing into the wind, their fire paled in comparison to the bone dart barrage laid down by the ranged Shamblers. Under the suppression male Shamblers crept forwards, closing the distance. The Grimm were cresting the ridge faster than the students could kill them and the barrage meant that Sky, Coco, Velvet and Cardin were all unable to engage the foe in melee. Sky remembered his father talking about moments like this in his war stories. The veteran Huntsman had always struggled to describe the ebb and flow of battle. "You will understand what I mean when you get into a battle of that size." He always used to say. Sky felt that now, that almost nagging dread that the tide was turning… and not in their favour. His eyes fell to the halberd which felt heavy and useless in his hands.

It was in that moment Sky decided that if he was going out, then he was going out in style. He unscrewed the cap at the bottom of his weapon's handle and shook free the familiar clear bag. He counted seven pills and removed one from the packet. He snapped it in two and carefully placed one half back in the bag which in turn was returned to the compartment inside his weapon. He held the remaining half pill between his thumb and forefinger, a small controlled burst of aura crushed it into a powder that landed in his cupped palm beneath. Sky sighed contentedly, knowing that the drug took effect quicker when consumed in powder form. He ran his tongue over his palm, savouring the sizzling sensation on his tongue as his pupils dilated and the Stimms took near immediate effect. The hypersensitivity came to claim him but due to his far smaller than normal dose, the drug induced high did not overcome him. The fogginess that had muddled his mind faded away, replaced with a crisp clearness as all of his senses sharpened. His mouth curled into a contented smile as he rose to his feet and tried to decide what he was going to kill first.

Bone darts were raining off of their cover and the ground to either side of them. Velvet cursed as one ricocheted off the floor and whistled past her ear. The impacts sounded like the pitter patter of rain off of a tin roof. The noise was a constant reminder of just how tenuous their position had become. The sound finally managed to make Cardin stir. His eyelids fluttered open and a rattling cough wracked his body. "Velvet?" Cardin rasped as his eyes focused.

"I'm here." She soothed, kneading the knuckles of his hand with both of her thumbs as the rest of her slender fingers pressed against his palm reassuringly.

"How are we still alive?"

"Russell saved us, he bought enough time for the others to get here." Velvet replied succinctly.

"Huh." Cardin said slightly surprised. "Makes up for the Ursa incident I suppose." He groaned as he slowly sat up with Velvet's aid. He cracked his neck and rolled his shoulders. "You know, all things considered… I feel pretty good."

"You can thank the professor for that, he transferred some of hi-" that was as far as she got as Coco's yell interrupted her.

"-Too many, they're rushing us!"

Cardin snatched his weapon from the floor and dragged himself up to the lip of the chest high rock. He twisted the haft 90 degrees, the weapon hummed as its alternate function was activated. A slender trigger slid out of the central shaft with a muted clack. Cardin pointed the head of his mace at the nearest Shambler. A focused beam of solid energy burned a fist sized hole in its chest cavity, the heat of the laser cauterised the wound as it passed through. He took aim again and disintegrated its head with a better judged shot.

Coco appeared from the left and pulled her injured teammate away from the enemy. Dove did the same with Cardin a moment later.

The Shamblers stalked forwards as their prey fled... Well, most of their prey. Cardin risked a glance behind him and saw Sky stroll towards the enemy, his pupils were extremely dilated and his mouth had curled into a lazy smile. "Sky!" Dove yelled as the female Shamblers adjusted their aim to target the halberd wielder. He didn't flinch as they got him in their sights. Sky's smile grew wider as he closed his eyes.

He didn't need to see, sound and smell were more than enough to locate each enemy precisely. Even without those sensations he could still feel the enemy's presence with a degree of accuracy. His perception of time slowed to a crawl as the Stimms took full effect. Bone darts spiralled lazily through the air towards him, every single projectile was dodged or knocked aside by his weapon. He twirled his halberd before him at speeds that rendered it little more than a circular grey blur. The first melee attacker came from the left. A quick sweep of his halberd severed its leg at the knee, he spun the weapon around his body and brought the blade into the Shambler's torso, cutting through with little issue. Once again the halberd spun artfully around his body before being reacquainted with the Grimm's flesh. Its head rolled from its shoulders and landed beside the other sections of its body.

"Sky? Come on man!" Dove yelled urgently, struggling to keep Cardin supported while glancing over his shoulder at his other teammate.

"Leave him!" Fox snarled. "He's pumped up on Stimms again."

"What?!" Cardin snapped in shock. He didn't know what was worse, the fact that Sky was back on Stimms or that someone outside of team CRDL (and with a grudge against them) knew.

Fox mistook Cardin's shocked outburst for an actual protest. "If we wait for your junkie friend we'll just die with him."

Surprisingly, it wasn't Cardin who rose to the bait. "Shut up you blind fuck! He's my friend, my brother. We are not leaving him behind!" Dove snarled back with such surprising animosity that even Fox baulked.

The argument became irrelevant as a group of melee Shamblers had flanked around the group of students, encircling them. The quintet backed up to a large boulder and formed a rough semicircle around it. Luckily the boulder at their backs shielded them from the Ranged Shamblers firing from the slope to their rear. The Shamblers closed in. Cardin stood slightly hunched by the still open wound along his back. Beside him, Velvet was also just managing to stand unaided despite the damage to her legs. The Shamblers limped forward. The horde closed off the last avenues of escape like murderous fingers choking an unprotected throat.

"Fuck this. Sky's alone back there!" Dove yelled before taking off back in the direction they had come. He bisected a Shambler from brains to balls without slowing down and barged through its parting halves. He disappeared amongst the horde, his tan coloured form lost in the swaying sea of black bodies, though the sounds of him fighting were still audible.

Sky heard the next three enemies advance down a narrow path between two large boulders. He skewered all three Shamblers with a quick thrust through their chests. He let go of the Halberd and side stepped all three Grimm, perfectly aware of Dove coming to his aid from behind. His friend sliced through the skull of the first enemy, stabbed into the face of the second and blasted with his weapons built in pistol. He emptied the clip, four shots in, the back of the Shamblers skull burst out, the remaining six shots hit the third Grimm square in the forehead. Sky gripped his halberd and slid it free of the three toppled corpses.

"I'm with you bro." Dove said as the pair stood back to back, Shamblers creeped forwards on all sides.

Russell and the second years fought to cut a path through the Grimm horde. If the sounds of battle were anything to go by, their friends yet lived. But getting to them was proving difficult, if not impossible. Beside him Yatsuhashi fought with ever increasing ferocity, his face set in a determined grimace. Russell knew what that expression meant. That was the look of a man who had already thought he had lost it all and never wanted to feel such devastating sadness again.

Dove cried out in pain, dropping his weapon as his hands instinctively groped at the deep slash to his shoulder made by a melee Shambler. Sky pushed his friend to the ground and stabbed his halberd through the creature's throat. At his feet his teammate whimpered as his life blood seeped between the gaps of his desperate fingers but Sky could not afford to help him as the Grimm closed in for the kill.

Coco was the first of the four to be attacked. A Shambler swung at her with its bone sword, her bag bashed the blow aside with ease and in one fluid motion she brought Arma down onto the creature's head. Its skull slammed down into its torso with a sickening yet satisfying wet crunch. The leader of team coffee kicked the spasming headless enemy back into the encroaching horde, bowling over two more enemies in the process.

Beside her Fox was next to engage. He fired off three short bursts to stagger his assailant and followed up with a right hook that shattered his opponents cheekbone. He reversed the direction of his swing and lowered his arm a fraction, the edge of his armblade ripped open the enemy's throat. The Shambler toppled back, arms slack at its sides with a long, drawn out gurgle.

Velvet ducked under a slash from a male Shambler but found the wounds to her legs were worse than she first thought. She staggered forwards, managing to perform a clumsy sweep of her chainsword that disemboweled her opponent. She fell forwards on to her hands and knees and glanced upwards. If the Grimm had registered the fact half of its organs were hanging out of its abdomen it wasn't showing it. The creature sliced down at its fallen prey. Cardin's mace intercepted it with a weighty clang. His left fist slammed into the Shamblers face, sending teeth in all directions like shrapnel. Mace and bone sword were pressed against one another, tilting and moving back and forth as the huntsman and Grimm tried to overpower each other. Velvet slammed Cor Ruptor into the Shamblers ankle, her blade's teeth hungrily tore through the Grimm's limb. It stumbled backwards, giving Cardin the upper hand as he blasted the creature back into the press of bodies with an underhand swing of his mace. He pulled Velvet to her feet. "You ok Bunny?"

"Yeah, I think so, thanks Birdy." Velvet answered as she pulled her weapon back into the ready position. She deftly parried a swing from another Shambler and grabbed its shoulder with her free hand. She pulled the enemy onto her whirring blade and only pushed it away when its corpse stopped twitching. The corpse bounced off its kin and instead toppled forwards. The Grimm advanced, uncaring of the slowly dissolving corpses they trampled underfoot. Cardin stumbled back into the boulder behind as they were forced inexorably backwards by the sheer pressure of bodies thirsty for their blood.

It would take a miracle to save them now and Cardin thought they'd cheated death too many times today already, everybody's luck runs out eventually and it looked like now theirs had too.

He was wrong.

A sound proved him incorrect. At first it started as a low whine, barely distinguishable from the thunderous tumult of battle that assaulted their senses. The whine became a roar. A roar that demanded to be noticed. The Grimm inclined their heads to the noise, the students took advantage of the distraction to make some breathing room. It was only now, as Cardin caved in the skull of a Shambler, that he registered what that noise must be.

Engines.

Ruby surveyed the darkened confines of the Bullhead's passenger compartment. Due to her height and the fact her taller comrades were all stood with her, she couldn't actually see the hold in its entirety. Though the dim interior lighting did illuminate enough for her to see. Around her team JNPR stood in a somewhat tight huddle despite the amount of space open to them. Nora was busy invading Ren's personal space a little at a time, though her partner didn't seem to mind. Jaune was quietly discussing the idea of team attack names with Pyrrha. Weiss and Blake were also present. The latter held a book in her right hand, her eyes moved left to right as she read the text. It was obvious her heart wasn't in it but it was also clear that the Faunus girl wanted to be an oasis of calm in the tense atmosphere. Weiss meanwhile had settled for tapping her foot and folding her arms, probably hoping an air of irritated impatience would mask the worry etched on her features. The same apprehension could be found on all of their faces. Ruby was sure she shared their expression. It wasn't the tension of the coming fight. It was the fear of what else they might find when they arrived. Images of the members of teams CFVY, CRDL and RFGE lying wounded or dead were conjured up by her imagination. She concentrated on a point on the floor and tried to rid herself of the disturbing possibilities.

A series of light but determined taps preceded Glynda Goodwitch's shoes coming into view from the direction of the cockpit where Neo and Yang were situated. Ruby slowly looked up, preparing herself for the slightly scornful expression that would almost definitely meet her. To her surprise the look that her gaze met was one of empathy and motherly concern. The professor placed a gentle, reassuring hand on the red reaper's shoulder. "I know how you feel Ruby, I'm worried too." She relinquished her hold on the young team leader. "I know it's hard, but try not to worry. We will do everything we can, sometimes that's enough, sometimes it isn't. Whatever happens, whatever horrid sight greets us, know that it is not your fault. I know you, Ruby Rose, I knew your mother too. You're just like her, wishing she could save everyone, beating herself up if she couldn't."

"Y- you knew my mum?" Ruby whispered wide eyed with astonishment.

"I knew her well, we were good friends." Glynda said with a rare smile as she remembered some fond memories. "When all this is over, come find me in my office. I had a few adventures with Summer I could tell you about."

"I- I'd really like that." Ruby replied, an adorable toothy grin spreading across her face. "Thanks professor, it means a lot to me."

Glynda stiffened slightly, saddened by the fact that Ruby could never know the truth of her mother's death. She nodded and moved off to the cockpit, needing to distance herself from the painfully innocent redhead. She took one last glance back at the leader of team RYNBW. Gone were the doubts and apprehension. Eagerness and determined resolve had replaced her negative emotions.

Finally she reached the cockpit. "Glad you're back professor, I was getting bored." Yang said without turning. "I've been trying to play 'I spy with my Faunus eye' with her but it's hard work." She added, jerking a thumb in the direction of Neo. The mute girl smirked and rolled her eyes playfully before turning her attention back to the navigation terminal in front of her.

"How long until we get there?" Glynda asked, brushing over Yang's sarcastic comments.

"I don't know… Neo?" The blonde bombshell prompted.

The petite girl smiled as she rose to her feet and panted onto the cockpit glass. One slender finger was dragged lazily across the misted surface. 30 it read.

"Thirty what? Minutes?" the professor pressed. Neo shook her head. "Seconds?" Glynda inquired, her voice becoming an octave higher in irritation. Neo held up a thumb in affirmation, nodding and smiling to ensure she was understood. "For dusts sake!" Glynda exclaimed spinning on her heel and storming back into the passenger compartment.

Neo shot Yang a questioning look. "I don't know what her problem is either." Yang answered her teammate's unspoken question. Neo shrugged before silently following the teacher out. She reached her right hand over her shoulder. The tips of her fingers brushed against the twin weapons on her back. She settled on Roman's cane, drawing it and leaving her umbrella in the harness across her back.

"Students, ready your weapons. Mister arc, open the doors." The students unshipped their weapons. Clips were slammed home, dust cylinders cycled, charging levers were pulled back and safeties were clicked off. Jaune pulled the lever on the wall beside his head. The side doors slid open on either side of the ship with a hiss of hydraulics. Frigid air rushed into the compartment, buffeting the occupants. The engines at the tips of the wings tilted and grew louder as Yang gained altitude to clear the tip of the mountain. The Bullhead narrowly cleared the peak of the highest point of the mountain before the ground abruptly sloped away into a circular crater. The sounds of a fierce battle below could be heard, even over the flyer's engines. The scene that greeted them left them awestruck. At the western side of the crater professor Port battled one on one with a Grimm of titanic proportions. The eastern slope was crawling with Grimm. Small pockets of resistance could be seen amongst the horde, divided and barely holding out against the enemy forces. The situation was dire indeed but a quick headcount of the figures below indicated that everyone had survived… so far.

Glynda intended to keep it that way.

"Miss Long, circle around, keep us side on for a clear shot." She didn't wait for a sarcastic response, instead she reeled off more orders. "Team RYNBW, line up at the door and crouch, team JNPR form up behind." Glynda waited a moment as Yang brought the aircraft around and the other students scrambled into position.

"Fire at will."

Cardin grappled with an enemy Shambler, the muscles of his neck bulging with the effort. In his injured and fatigued state, it was only a matter of time before the creature overpowered him. He couldn't use his semblance without the risk of burning himself out, and if he fell unconscious Velvet's flank would be unprotected. Slowly, inexorably, it pushed him down. His shaking, sweat slickened body was forced onto one knee. The mace in his hands felt impossibly heavy with the Shambler's full body weight pressing down upon its length. The corded muscle of his arms burned as his endurance was pushed over the limit. He was at breaking point.

The pressure suddenly released as hot blood and sharp bone fragments impacted his face. More bullets followed, decimating the tightly packed crowd of Grimm. Cardin glanced up, a Bullhead lazily circled the edge of the crater, uncaring of enemy fire. Team JNPR and most of team RYNBW were firing down into the Grimm. Ren's auto pistols chattered away, Nora's grenade launcher thumped. Blake's pistol, Pyrrha's rifle and Ruby's sniper banged off shot after shot. Weiss's Myranstar and Glynda's riding crop threw multicoloured death. Neo's cane fired dust flares with a distinctive whistle.

Bone darts spanked off the craft's thick armor plate, after all, this is what Bullheads were designed for: hot insertion into a heavily defended drop zone.

Tears of relief rolled down Cardin's cheeks. A charging Shambler jerked him back to reality. He evaded to the side and the Shambler stumbled passed, unable to halt its momentum. As it passed him he cupped the back of its skull. A moment later the skull impacted the boulder to Cardin's rear, quite literally caught between a rock and a hard place, its face was mashed in with an audible crunch. Cardin snapped back around as another Grimm announced its attack by bellowing a challenged as it charged.

Its head disappeared in a puff of red mist. The body slammed violently into the pile of its deceased brethren littering the floor. Cardin looked up, Ruby threw him a cheeky grin and gave him a thumbs up. Cardin smiled and returned the gesture.

Glynda grimaced as she watched the horde disperse. The Shamblers were intelligent enough to make good use of cover and concealment. Some of the Shamblers actually tried to get into even closer proximity to the exhausted students on the ground. They knew that most of the huntsman in training would not risk hitting their allies. The remainder of the battle would have to be fought on the ground. Goodwitch retreated from the opening and shouted through to the cockpit. "Miss Long, provide fire support once we disembark."

"Finally I get to kill something!" Yang answered cheerfully.

The professor just gritted her teeth and shook her head. "Students!" Glynda yelled over the noise of weapons discharging. "Drop on my mark." A few seconds passed as Jaune ushered the rest of team JNPR to switch to the door on the other side of the aircraft in order to exit faster. Glynda smiled. There's hope for him yet. She thought.

"Now!" Her shrill voice cried. The students threw themselves bodily from the aircraft, far more scared of incurring professor Goodwitch's wrath than the battle raging twenty feet below. Jaune, like his peers, concentrated his aura in his feet. He consciously stopped his arms from flailing as he accelerated towards the ground. Instead he held them out to his sides, hoping that wind resistance would work its magic. His feet and right fist impacted the ground accompanied by the crash of splitting stone as a spiderweb of cracks radiated out from his landing point. He bent his knees to lessen the impact and let out a breath he didn't realise he'd been holding. Then he listened, scrutinising the auditory assault on his ear drums. Three distinct battles were going on in his vicinity. Jaune pushed off the ground and headed for the closest at a sprint.

He rounded the corner and increased his pace upon seeing two of his peers in distress. Dove was lying on the floor, clutching a deep gouge to the flesh of his shoulder. Stood over him, Sky was engaged on all sides, his halberd frantically flashed in every direction. Jaune counted eleven humanoid Grimm, a disturbing sight he had never before seen. "Hey assholes!" Jaune shouted without slowing down. Three of them turned to attack him, hoping for easier prey. This was not the case, Pyrrha's time spent training him had not been wasted.

Jaune's shield battered the first one back as he rushed forwards. The second managed to swing at him, his partners training kicked in and he instinctively angled his shield to deflect the attack. Though he successfully blocked the attack, the beast's blow struck with surprising strength despite its lithe frame. He staggered back. The second creature pressed its advantage, bringing the bone sword round in a deadly swing aimed at his neck. Again Jaune deflected the blow, but rather than stumble backwards, he used the strike's momentum to spin on his heel and decapitate the first Shambler that he had struck with his shield as it lumbered to its knees. Crocea Mors cleaved through the things neck with ease and Jaune kept the blade in motion. He brought it up into the second Grimm's chest at the left hip, the blade exiting through the right shoulder. The two halves landed in a messy heap at Jaunes feet. The final Grimm attacked and forced Jaune back with a rapid series of swings from its bone sword. Every strike clanged off his shield and sent vibrations down his arm as the monumental force of each consecutive blow threatened to make him lose his footing. Another five creatures broke off from swarming sky and turned to engage the threat to their flank. "Uh oh…" Jaune laughed nervously.

A shadow passed over him as Pyrrha somersaulted over the grappling opponents and into the midst of her chosen prey. She landed with her weapon in sword form, bisecting the first Shambler upon impact. Pyrrha spun in a low crouch, sweeping the legs out from a Shambler and building up enough force to propel her shield into another's face like a discus thrower. The shield bounced as it demolished the creatures face with a crunch if bone, then flew through the air and slammed into the cranium of Jaunes opponent before ricocheting back towards Pyrrha. She twirled her weapon into spear form and stabbed down into the Grimm she had just floored. The long weapon tucked in close to her body as she span and thrust her spear into the fourth enemy's heart. Her gloved fingers gripped the impaled Grimms head and pulled it forwards. As its body slammed into the ash, Pyrrha's weapon was forced out through its back and into her waiting palm. She tore it free, mecha shifting it back into sword form and blindly held her forearm up behind her. Her shield thunked back into place as she severed both of the fifth Shamblers legs. The edge of her shield slammed into its forehead before it hit the ground. With another twirl her weapon switched to ranged form as she precisely drilled holes into the heads of the three Grimm still assaulting Sky.

"Thanks Pyrrha." Sky panted as he crouched over his whimpering teammate.

"Hey! I helped too." Jaune sighed as he reached into one of the pouches on his belt and retrieved a tightly rolled wad of fresh bandages. Sky took them and nodded his thanks as Pyrrha took off towards the sounds of the next fight. Jaune followed.

The arkos duo cut a bloody swathe through the small pockets of Grimm they found. Finally emerging from the scattered jumble of rocks to find that their presence was almost totally unnecessary. Coco, Fox, Velvet and Cardin leaned on a particularly large boulder, panting heavily. Two students guarded their exhausted and wounded comrades; Weiss and Blake slashed and stabbed anything foolhardy enough to get within a couple metres of them. Despite the flimsy appearance of Goodwitch's riding crop, every swing of it sent Shamblers screaming as their bodies were thrown aside like ragdolls. None of this was what left Pyrrha and Jaune awestruck. What left them gawping was Ruby.

Ruby was a bloodstained hurricane. Her red cloak flowed out behind her, the fabric grew darker with every passing moment as gallons of Grimm blood soaked into its billowing length. She stood alone, unsupported. The red reaper was ruthlessly efficient. Every slash, every stab, every shot, hit its mark. Not one movement was wasted. She had taken uncle Qrow's teachings to heart, the key to scythe wielding was retaining momentum. The kinetic energy of her own shots and even her enemies strikes were bent to her will. Ruby attacked in every direction. She spun faster, pivoting and kicking in a deadly dance that would put Yang's own footwork when clubbing to shame. Crescent Rose, like her wielder, was a red blur. She had built up such speed that all but the most practised eyes would be unable to follow her movements. Each strike was delivered so fast that her opponents had no time to block or dodge. The few Grimm who happened to have their bone swords in a position to block were no safer than their less fortunate allies. Ruby's scythe cleaved through flesh and bone alike with uncaring surety. She twirled her weapon in her hands, her nimble fingers dancing to their own deadly song. A Shambler to her front was cleaved in two diagonally, the scythe kept going, she swept it round into another Grimm's legs, severing both without slowing down. Meanwhile the butt spike on the bottom of her weapon opened up another enemy's throat. A shot from Crescent Rose helped Ruby pull her weapon back to horizontal while also blowing off a Shamblers foot. She kept her weapon in motion, careful not to lose momentum. Her scythe burst through another Grimm's midsection, she followed up with a figure of eight motion. Ruby was now but a scarlet phantom in a red mist of her own creation. Spurts of blood, severed limbs and ropes of innards erupted from the gore strewn cloud. The sounds of battle from within faded away suddenly. The suspended blood droplets finally settled, soaking into the already sodden soil. The red reaper was revealed once more, silent and still as a statue. She leaned heavily on her scythe, shivering despite the warm blood that dripped from her petite frame.

Jaune and Pyrrha didn't blink, to see the innocent youngster transform into the very visage of death incarnate was… disturbing. It was too much to take in. The gears of Jaune's mind were just starting to turn again, he wondered just where Ruby's mute friend was in all this. A Shambler charging him demanded his more immediate attention. A whistle like that of an arrow being loosed from a bow reached his ears. The head of Roman's cane flew past the Grimm's head, a line of steel cable flowing out behind it. The rope wrapped around the creature's throat. The Grimm jerked to a halt as the line went taut and its back slammed into the floor. It squealed in distress as the rope started to retract, dragging its struggling form away from Jaune and up the side of a nearby boulder. The cable finally fell slack at a pair of grey boots. The Grimm looked up as Neo brought the heel of her boot down onto the top of its head, snapping its neck and shattering its skull. She looked Jaune's way and smiled with her head cocked to one side. Jaune looked away quickly. It was a friendly gesture but that smile… there was something wrong in those mismatched eyes… something deadly.

Russell, Yatsuhashi, Rod, Ember and the twins were all huddled into the cover provided by two large rocks. About a hundred meters away fifty or so ranged Shamblers put down a blanket of suppressing fire. Rod, Flint and Gray were all snapping off shots when they could. Ember's gauntleted fist was throwing fireballs into the enemy lines, Russell used the last of his lightning dust to zap a Shambler. He ducked back into cover, where Yatsuhashi was crouching down with a forlorn expression on his face. He kept peeking around the left side of the rock, alternating between looking at the Shamblers pinning them down and the next piece of cover in Velvets direction. It was thirty metres away, bone darts stitched the air between the students and the next boulder. "You'd never make it." Russell said suddenly. "I wouldn't either, not even with my semblance." He stated flatly.

"I have to try." Yatsuhashi replied.

"No. You don't." Russell pointed his dagger at Yang's airship which was now pouring down death from above with its twin machine guns. "RYNBW and JNPR got dropped right on top of Velvet's position. They're fine, ok? Velvet's fine, she won't be fine if you get yourself killed for no reason."

The second year swordsman let out a slow breath, staring blankly ahead as he concentrated on the internal struggle raging in his mind. "You're right." Yatsuhashi admitted, unable to find the flaw he was desperately searching for in Russell's argument.

Shambler fire suddenly intensified and both Russell and Yatsuhashi flinched away from the edges of their cover. Nora and Ren threw themselves behind the rock Yatsuhashi had been eyeing up. Nora squealed in excitement as she emptied all six rounds from her grenade launcher in rapid succession. The shells arced high into the air before falling amongst the Grimm. The steep angle of descent negated her targets cover. Even the twins would later begrudgingly admit that Nora had placed some well judged shots. The crump of multiple detonations preceded Shambler bodies being thrown into the air. Ren swept Stormflower across the flailing Grimm. His bullets raked them from end to end, ensuring any creatures that survived Nora's attack would not live to regret it.

The fire against the students slackened. "Geez!" Nora exclaimed as she slid more shells into Manghilid. "There's soooo many Grimm." She turned to the twins. "Like, have you guys been missing all your shots or something?"

Flint's eye twitched as he visibly seethed with anger, Gray wasn't far behind, the knuckles of his hands went white as he tightened his grip on his weapon and scowled. Rod placed a calming hand on both twin's shoulders. "Come on guys, prove her wrong." He whispered. Flint and Gray nodded in unison. They rose from cover and blew apart the skulls of two Shamblers before ducking back into cover.

"Wow, you guys are improving, your aim is almost as good as mine!" Nora exclaimed cheerfully.

"Please, can I shoot her?" Flint asked, only half joking.

Rod sighed and shook his head. "No Flint. You can't…" Rod knew he was supposed to be keeping the twins calm but he really couldn't resist. "...You'd miss."

Gray bit through his own lip as his jaw clenched, Rod could swear he heard Flint's weapon creak under the force exerted by his clenching fists. "You have gone too far." The older twin said with a low growl.

Rod laughed nervously. "Direct that anger at the enemy?" He said with a tone that was more a hesitant question than an order.

Gray rose from cover, his rifle barked and a Grimm collapsed. "We will… for now." Rod suppressed a shiver as his mind whirled with all the possible pranks the twins were likely to use as a means to vengeance.

Spent shell casing rained down around them as the firing airship hovered overhead. Yang rotated the ship left and right, creating a wide spread of high calibre fire that pulped any Grimm she caught out in the open.

Infuriatingly the Shamblers seemed uncannily clever for Grimm and had started to wise up to her switching angles of fire. She leaned up on the console to see over the Bullhead's nose better. None of the targets she had were all that viable and the craft's limited ammunition was half empty. So the blonde brawler turned her attention to the only Grimm in the crater so large that it couldn't possibly hide from her:

The Brood Queen.

Port was naught but a burgundy dot on the landscape below. He was miniscule in comparison to the gargantuan Grimm. She saw blasts from his blunderaxe glance off its armour as she brought the airship around. Yang watched in awe as the professor knocked back swing after swing from the creature's claws. He avoided multiple lances of its stinger with a nimbleness totally at odds with his rotund appearance. Despite his best efforts he was losing ground, fighting such a powerful adversary without assistance was a tall order even for a fully fledged huntsman.

Yang hovered the aircraft once again and settled her targeting reticule over the Grimm's centre of mass. She pulled the trigger. Twin streams of death were rained down from the aircraft's chin turret. The dual machine guns lit up the side of the Brood Queen, staggering the beast. The creature flinched away from the deluge. It responded by firing the tar like substance from its second tail which Yang had failed to notice wasn't topped with the usual stinger. It caught her by surprise, leaving no time for evasive manoeuvres. The acidic projectile splashed onto the still open left door, instantly corroding the metal and eating away at the struts that secured it in place. The door peeled away from the main fuselage with a shriek of rending metal. It clanged into the crater floor as Yang strafed left and right dodging more projectiles.

Glynda shouted a warning and sidestepped the door as it impacted the ground just to her left. They had finished off all the smaller enemies and she was damned if a student died to a falling door after all they had accomplished. Her eyes narrowed in anger as she ran to assist Peter Port, the students followed close behind.

Port blasted at the nozzled tail in an effort to throw off its aim. Yang unleashed another Salvo into the Grimm's side. She inverted the craft in a sideways roll that narrowly avoided slamming the ship into the crater wall.

The most recent swing of its monumental pincer knocked Port backwards. He flew for nearly two hundred metres and then skidded for almost another forty, digging his blunder axe into the ground to slow his slide. He glanced behind him, a rueful smile on his face. "Glynda, always a pleasure." He greeted, bowing courteously. He turned his gaze to the students following her. Teams RFGE and JNPR were all present. As were Ruby, Blake, Weiss, Neo and Russell. Port's smile turned to a furrowed brow and a worried face. "The others are they-"

"-Guarding the wounded." Glynda soothed. "Let's finish this."

Port nodded. "Focus fire on the fractured armor between the eyes."

He brought his blunderaxe up to his shoulder and took aim at the beast which was now scuttling towards them.

Glynda's riding crop swept forwards. "FIRE!"

The initial barrage smacked into the space between the creature's eyes. It staggered back, weathering the initial volley and shrieking in pain as the weakness in its armour was exploited. Finally their attacks drew blood. But then the creature shielded its vulnerability with one of its huge claws and resumed its advance.

"Glynda, if you would." Port prompted. She conjured a glyph beneath his feet. The purple tinted platform sent him skywards at a speed Weiss's glyphs could only dream of. Port became a burgundy blur. Gravity clawed at him, slowing him down, desperately dragging him back to Remnant. Another glyph appeared above the decelerating professor, he performed a surprisingly graceful flip and his feet landed on the inverted glyph. He rocketed back towards the ground. His axe collided with the shielding pincer, slamming it into the dirt with a thunderous crash. The students instantly resumed shooting.

A stray shot blew apart one of its eyeballs. The creature let loose an ear piercing shriek as it changed course. It didn't slow down but veered to the right, straight towards the wounded. The able bodied students scattered to avoid being trampled underfoot. There was no way the wounded would be able to make it clear in time unless the Brood Queen was slowed down.

Glynda pointed her riding crop ahead of the charging creature and poured all her remaining aura into the conjuring of a colossal glyph. If the towering set of spinning concentric rings intimidated the Brood Queen at all, it didn't show it. The creature collided with the glyph and for a fraction of a moment it seemed as if the age old question of 'what would happen if an unstoppable force met an immovable object?' Would finally be answered.

But Glynda's glyph was not immovable. The creature's monumental bulk and considerable frontal armour shattered the glyph. It continued onwards unperturbed.

Fox and Sky were the first of the wounded students to pick up on the vibrations rumbling through the floor. Their heightened senses gave them a split second more time to react than the other students. Though even the most dulled of senses could not fail to register the earthquake like sensation emanating from the ground. Yatsuhashi rose from inspecting Velvet's wounds. His massive stature allowed him to see over the boulders that the others couldn't. He snatched his sword from where it lay as he shouted an order. "Get Velvet clear! It's coming!" Coco and Fox hoisted Velvet between them and took off running. Sky blurted a stream of curses as he dragged Dove to his feet and followed after the second years.

Cardin clambered to his feet and limped over to Yatsuhashi's side, mace in hand. "That thing isn't getting near Velvet." He stated with grim certainty.

The stoic swordsman inclined his head towards Cardin. "We won't let it." He growled in agreement. Their eyes met for scarcely a moment for an understanding to pass between them. While either of them still drew breath, no harm would come to Velvet. The two towering students stood resolutely in the path of the Brood Queen, its titanic size dwarfed them both. They readied their weapons.

300 metres.

200.

100.

At fifty metres the roar of vector engines preceded a burst of heavy automatic fire that lanced into the beast's side. Yang emptied the airship's magazine to no avail, it didn't even slow the enraged Grimm down.

Yang's eyes narrowed as her lips pulled back into a snarl. She didn't slow down either, she accelerated.

The Bullhead slammed into the Brood Queen's midriff severing two of its spiderlike limbs and rupturing the beast's side armour with its armoured prow. The sheer force of thirty tons of metal slamming into the Grimm at over two hundred miles an hour actually lifted the colossal creature from the floor. It crashed back into the ground after its brief flight with tremor inducing force. It landed on its back, its remaining 6 legs windmilling as the disorientated Grimm struggled to right itself.

The Bullhead's nose crumpled at the point of impact, the belly of the craft skidded along the crater floor, accruing many dents but remaining structurally sound. It skidded to a halt, Ruby peered into the dust cloud kicked up by the two impacts, praying to see her sister alive and well.

She got her wish. As the dust settled, an extremely dazed Yang stumbled from the craft. She took two disoriented steps forward and pointed at the crippled Grimm. "Nailed it!" She declared before throwing up her lunch onto the dusty ground.

The students clambered onto the wailing Grimm's inverted underbelly. They crawled along its massive body like a swarm of tiny but persistent insects. The hunters in training began shooting down into the creature's exoskeleton, concentarting their fore on a single point of the Brood Queen's underbelly. It convulsed, threatening to throw the students clear of their precarious perch, or worse, roll over and crush them. Yatsuhashi, Russell and Jaune hacked at the creatures twitching limbs in an effort to stop it righting itself. Bullets tore into the Grimm's exoskeleton, at first they barely made a dent, then a fissure formed. Shot after shot eroded the Brood Queens armour until a cavernous hole had been blown through its chest cavity. Blood splashed up at the students with every impact but they carried on shooting. Goodwitch and Port waited at the sidelines and watched contentedly as the students struggle came to a close. Finally the thing stopped twitching, Ruby's rifle inflicted the finishing blow though nobody could truly claim the credit for the kill.

Jaune jumped down from the creature's corpse and strolled confidently up to Yang, who was preoccupied with wiping her mouth. "You ok vomit girl?" He asked cheerfully.

"No way are you getting that name to stick." She replied, her eyes flickering to a threatening red hue. She wasn't actually angry at all but there was no way Jaune was going to inflict ironic karma on her for nicknaming him something just as flattering.

Jaune took a step back and scanned the Bullhead from nose to tail. "You reckon we can still make it back home?" he said changing the subject.

Yang shrugged "She's not pretty, but she's tough."

Jaune nodded in agreement. "She certainly needs a lot of work." He'd barely finished the sentence when Yang burst out in guffaws of laughter. "What? What is it?" Jaune said in confusion.

"I-" she panted between gasps for air. "-I was talking about Weiss… and it sounds like you were too."

Jaune stiffened as he felt a familiar icy presence behind him. He turned to see her drawing her rapier. "Weiss, I can explain. See what happened was Yang-" he was interrupted by a blast of ice dust coating his lower legs and rooting him to the floor. Weiss smiled up at him and shoved him backwards. He couldn't get up since he had no way to redistribute his weight now that his legs were frozen in place. "Oh come on!" He lamented to the sky as Pyrrha suppressed a giggle and walked up to free him.

The two tutors surveyed the scene before them and smiled sincerely at one another. Grimm bodies were disintegrating, the able bodied huntsman were helping their injured teammates onto the Bullhead and Yang was up to her usual antics. Everything was right in the world.

The two tutors hurried everyone aboard, It was nearly sunset and Grimm were exponentially more dangerous at night, so leaving quickly would be prudent. Glynda and Port squeezed through the press of bodies and into the cockpit. Besides, the students deserved the chance to talk about the harrowing ordeal they had just been through without worrying about what an authority figure might say.

The aircraft lifted off, carefully. The Bullhead wasn't known for its carrying capacity and right now 23 people were crammed into the crew compartment and cockpit walkway. It was a tight squeeze, standing room only, made worse by the fact the left door was missing.

Russell shook his head as he squeezed past Dove who was doing everything he could not to look out through the gaping hole in the side of the ship. He weaved through the crowded compartment towards Ember, who had her back to him. He strolled up confidently, buoyed by the extraordinary success of the mission. He tapped her lightly on the shoulder, she turned to regard him. "Hey Ember, thanks for saving me, twice. I was wondering if… if you wanna maybe get a coffee this weekend?"

Ember cocked her head to one side and stared unblinking into his eyes for a moment. "Fuck off Russ." She said with a disturbing amount of calm. He would have thought she was joking if not for the look in her eye.

"But I thought-"

"-And I thought you weren't an asshole!" Ember snapped before he could formulate a response. Russell shrank back from the pissed off pyromancer.

The crowded crew compartment went deathly quiet, they'd all heard the exchange, it was quite impossible not to in such cramped conditions. Russell looked at the floor and made his way over to the corner of the hold. There he found Yatsuhashi leaning back against the wall with his arms crossed. The stoic swordsman didn't turn to greet him, instead he stared blankly forwards. "Are you alright Russell?"

"Been better." He mumbled, careful not to talk loud enough to provoke Ember's anger again. "I feel like I missed my chance you know?" he admitted quietly.

Yatsuhashi gave a sad yet knowing smile and gestured towards the open side of the hold with a barely perceptible nod of his head.

Exhausted, wounded, in love. Velvet and Cardin stood side by side, hand in hand. Their fingers interlaced as much for practical support as emotional comfort, watching the scarlet sun set over the red canopy of Forever Fall. Velvet wrapped her free hand around Cardin's arm and leaned her head against his shoulder.

"I think that makes two of us."

Please leave a review, maybe consider recommending this fic to someone?

I really hope you enjoyed it.

Well this chapter marks the last of the action for a while. I've neglected the fluff so the next few chapters will be all fluff. Some of you may only be here for the action and there will be more action eventually. I know some of you were hoping for a bigger reaction from Yatsuhashi but just bear with it I'm sure you will like the end result.

Sadly I may be gone for a while but I promise I'll be back with more content at some point.

Thank you to the Beta reader Nemris for being awesome as all hell. He just put up a story on here called Chaos is the prize, it's a warhammer/RWBY crossover but if you don't know anything about 40k lore you can always read it as an elaborate OC centric story, so stop reading this and go look at it damn you!

s/11599330/1/Chaos-is-the-Prize

Thank you to MechaG11 of deviant art for the new cover art and for being absolutely amazing, go check him out he's super talented.