Breathe in. Hold for three seconds… Breathe out.

Ruby stood right on the threshold of the massive doors of the Beacon amphitheater, looking out to the distant Vale skyline, bathed in the amber glow of dusk. Her teammates flanked her, both wearing the same stoic expression. If it weren't for their constant support, she would have never gotten out of bed that morning, and would instead have watched as her companions charged into the fray without a leader. Looking at them at her side, she knew she made the right choice. She cradled Crescent Rose in her hands, the stock resting under her arm. Her grip quivered, causing the weapon to tremble.

Silently, Weiss placed a reassuring hand on Ruby's shoulder and nodded when her leader turned to look her way. Ruby returned a quick smile before shifting her gaze forward, taking a deep breath before stepping beyond the doors into the courtyard. The grand white arches gleamed in the morning sun, while the red trees framed between them rustled in the quiet breeze: a normal morning in Beacon. However, the usual vista now bristled with defenses: scores of antiaircraft cannons rested atop the imposing archways, multiple platoons of marines occupied the many spaces between the columns, and Paladin units, like mighty sentinels, stood guard behind them.

She could already hear the distant clatter of gunfire, as the hordes of the Grimm encroached. Several kilometers beyond the cliffs, a formation of Atlas airships hovered in silence, guardian angels to the infantry beneath them. Ruby immediately recognized the vessel spearheading the fleet as the Ironclad, the legendary flagship of the Atlas Navy. It dwarfed the already massive ships at its side, its proud bow stretching outward like the beak of an eagle.

"Huntsmen and huntresses! Front and center!" shouted a commanding voice from the positions directly in front of the three girls. "On the double!"

Hearing the summons, the trio sped up into a light trot, their boots and heels clacking on the stone of the pathway. Several other teams throughout the courtyard stood up and made their way over to the front line, kicking up dirt and weeds as they trampled over the dying grass.

Looking over to the towering frames of the Paladins as they hummed to life, Blake breathed an audible sigh of relief. "Glad to see those things are finally on our side."

"Yeah! They'll never know what hit 'em!" Ruby cheerfully replied. She pulled back the bolt on her weapon to reveal the chamber, and grinned wildly as she confirmed the presence of a Fire Dust round within. Weiss rolled her eyes at her enthusiasm as she unsheathed her rapier, deftly spinning its chamber with a flick of her wrist.

Several soldiers waved at the students on approach, and many students waved back. Others, however, shook their heads, and many more didn't even bother to look back. Ruby frowned: she was painfully aware of the rift between the military and Huntsmen, and feared it would soon become much more apparent.

Shortly afterwards, the various teams stood in the imposing presence of an Atlas Navy captain, awaiting his commands while he waved away a pair of lieutenants. The white tunic he wore was decorated with black shoulder pads and medals over the left breast pocket, befitting his rank. He furrowed his brow and scratched his head, adorned with a thin layer of grey hair.

"So this is all the old man could spare, huh?" he muttered to himself. "It'll have to do." Ruby wondered if he, like many of the soldiers she'd met, had failed out of a huntsman academy, and still held resentment for those that hadn't. Perhaps he simply thought of them as an undisciplined lot of teenagers. Either way, some students exchanged wary looks, while others simply glared at him.

"What would you have us do, Captain?" Weiss replied, straining herself from lashing out at the thinly veiled insult.

"Ah, Ms. Schnee!" he answered, a small glint of relief visible in his eyes. "Your team, along with CFVY, can take the center," he commanded, nodding to each of the teams he mentioned. He then turned his gaze to the rest of the crowd before continuing: "ABRN and NDGO, take the flanks. SSSN and BRNZ, reinforce the back line. The rest of you, spread out! One team per platoon!"

Hearing his orders, the students mobilized. In unison, they all brought their weapons to bear, machinery whirring all around them as the hunters prepared for combat. Both RWBY and CFVY sprinted up to the sandbags marking the marines' positions and crouched along the barrier between two minigun emplacements.

"What's the heiress of the bloody SDC doin' 'ere?" the marine to their left questioned. Weiss could feel his cold gaze, even beneath his angular grey helmet.

"Same reason you are, soldier," Weiss replied. "To push these monsters back."

"I like the way you think, princess," he replied in satisfaction as he returned his attention to his bulky weapon. Just as the soldier grasped the twin handles of the minigun, the ground beneath them rumbled, quieting the idle chatter throughout the line. Several cries of alert and confusion rang out, yet they were all swiftly silenced by a distant howl, seemingly emanating from the cliffs themselves.

Breathe in… Ruby steadied herself, inhaling deeply.

"Here they come!" the captain bellowed. "Raise weapons!"

All across the line, the marines readied their rifles against their shoulders and clicked off their safeties. The single howl grew into a harrowing chorus as the Grimm clawed up the face of the cliffs, causing the earth itself to tremble.

Hold for three seconds…

"Take aim!"

Ruby raised Crescent Rose and rested it atop the sandbags. To her right, Blake inserted a fresh clip into Gambol Shroud and pulled back on its slide. Weiss stood up and assumed a combat stance, left arm drawn in and Myrtenaster pointing outward, the blade glowing a bright red. The two miniguns began to spin, motors whirring as they prepared to unleash death upon the enemy.

As the deafening howl reached its peak, the first Beowolves emerged over the edge of the cliff. Ruby was greeted with the horrifying sight of hundreds of red eyes, burning with rage. Deathstalkers and Ursai followed suit, the Grimm charging forth as a unified wave of darkness.

Breathe out.

"OPEN FIRE!"

The Beacon cliffs had always been a breathtaking sight, especially from the bridge of an airship. Off in the distance, an imposing mountain range separated the academy from the rest of the continent, while multiple rivers snaked their way down the plateau. Crowning the entire vista was Beacon Tower and the sprawling complex beneath it. However, as the General took in the only feature marring the immense beauty before him, his grip on his command chair tensed, and anger welled up inside his throat.

Blanketing the entire area around the school, the endless hordes of the Grimm encroached upon the defenders. Several fireballs erupted within the hills flanking the academy as the first line of marines engaged the enemy, creating countless pillars of black smoke as the monsters' assault was thwarted. Even the bright and stoic faces of the cliffs became dotted with black as hundreds of Grimm emerged from the frigid waters below, aiming to join their millions of comrades on the attack.

"Sir, battlegroups Blue and Red are in position, and squadrons Ebony and Amethyst are on standby," announced one of the many officers crowding the flagship's bridge. "Any orders, Sir?"

Ironwood stood from his seat and analyzed the battleground before him before hailing the two other fleets. "Blue-1, Red-1, sound off!" he demanded as he rested his hands on the edge of the bridge's holographic projector, currently displaying the ongoing battle.

"This is Blue-1, reading you loud and clear, General," came the crisp reply.

"Red-1, reporting as ordered, Sir!"

Just as the General was about to issue his commands, a swarm of black specks rose from the mass of Grimm and rapidly converged on the advancing fleets. Several more pockets ascended and followed suit, creating an enormous flock of Grimm that surely numbered in the thousands.

Hiding in the horde. Damned Griffons, Ironwood cursed to himself, slamming his fist on the projector beneath him. He turned his head to the display, now showing a near endless mass of red triangles intercepting the seventeen vessels of the combined fleets.

"Griffon flock, staggered line!" another crewmember on the bridge shouted. He paused for a brief second as he absorbed information from the screen before him. "G-General, they outnumber us almost five hundred to one!" he stuttered nervously.

Staring down at the hologram one last time, Ironwood observed as the swarm started to divide, each fragment now angling towards a particular vessel. Even without his commands, all of the airships began to charge their weapons, and all of the fighters in their hangars underwent final preparations to launch.

"Then it is an even fight," the General proclaimed, a smug grin spreading across his face.

"Uh… Sir?" The crewmember returned in utter befuddlement.

"All fleets, scramble fighters and fire at will!" Ironwood boomed into the microphone on his ear. "Let's show these Grimm who they're dealing with!"

"Yes, sir!" came the chorus of over thirty replies as the combined might of the fleet's' guns opened fire on the Grimm on approach. Dozens of missiles belched forth from the flanks of the flagship, causing the deck to shudder beneath his feet. Bright red beams of plasma erupted from the formation in an enormous fusilade as both fighter jets and missiles arced towards the advancing Grimm, now merely a kilometer away.

The barrage made contact, with lances of plasma scything their way through the ranks of the Griffons as missiles exploded in their wake. The fighters, now among the ranks of the enemy, let loose with their miniguns, the Grimm in their path unable to fight back. Hundreds of the beasts were felled every second, reduced to lifeless husks as they tumbled out of the skies and into the lake several hundred meters beneath them, tendrils of black smoke trailing them as they disintegrated.

The two jet squadrons, each emblazoned with their designated color on the tips of their ailerons and wings, flew deeper and deeper into the clouds of Grimm, the fearsome stutter of their armaments receding in the distance. They began to loop within the mass of Griffons, with barrages of tracers reducing them to fine mists of feathers and blood.

The men and women in the bridge whooped and cheered as they watched the monsters before them fall to the might of their fleet. However, as the spearhead of the assault was torn asunder, the remainder of the swarm steadily inched forward, the guns of the ships unable to keep pace with the sheer number of Grimm. Smaller point-defense plasma cannons came live across the fleet as the Griffons halved their distance to the airships. Their quieter reports hammered alongside the ferocious roar of the main cannons, and once again the Grimms' incursion was halted.

Despite the enemy's encroachment, the unrelenting cannonade of firepower continued throughout the fleet. However, several ships halted their fire as their main cannons overheated, allowing the Grimm to surge forth once more.

"General Ironwood, this is Red-7, picking up multiple contacts on the starboard hull," a female voice hailed him from his earpiece. "We're being boarded!"

Almost as if on cue, dozens of Griffons flew right above the bridge of the flagship, the arcs of plasma from the point-defense cannons trailing them as they made contact with the top decks. The metal above him buckled and growled as the Griffons attempted to make their way into the vessel.

"Draw your weapons, people, we've got company!" Ironwood bellowed as he unholstered his signature handgun and aimed it right at the roof of the bridge as the rest of his crew did the same. Beams of sunlight poked through several newly formed gaps in the structure, only to be replaced by the eager red eyes of well over two dozen Griffons.

He took a moment to scan the faces of his crewmembers. The officers wore stoic, blank expressions while the fresh recruits trembled where they stood, their rifles jerking up and down as they struggled to maintain their aim. Fear glinted in their eyes, regardless of their attempts to hide it.

This sort of fear was one Ironwood was intimately familiar with. He had seen it enshroud the faces of privates, marching forth into certain death. He had seen it overcome his students, the mere concept of becoming a Huntsman terrifying them to their very core. Yet, in both cases, he had been able to dispel it; to instill confidence in the stride of his men and bravery in the hearts of his pupils. And he would be damned to see his own crew go down without a fight.

"There's too many of 'em!" one of the seamen screamed, darting his gaze between his commander and the breaching Griffons. "We won't hold out!"

"No, recruit." Ironwood deadpanned in as calm a tone as he could muster. The crewmember tightened his grip on his rifle, regarding him with a confused stare.

"We are Atlas!" the General shouted over the cacophony of metal rupturing all around him. "We stand our ground! We fight to the last man! If these beasts want our fear, they will not have it!"

The men and women in the bridge nodded in agreement and held their rifles a little bit higher, while the frightened recruits straightened their posture as their convulsions eased.

"We will drive them back! We will NOT lose this ship! Do I make myself clear?"

"Sir, yes sir!" the crew erupted as one, the terror in their eyes entirely replaced by determination.

"All ships, mobilize robotic squadrons and prepare for close-quarters combat!" The General bellowed into his earpiece. "Squadrons Ebony and Amethyst, keep them off our backs!"

Once again the combined voices of the captains and pilots of the fleet answered their assent. The hull gave one final, harrowing groan as the Grimm breached the ceiling, the humans below them firing as one.

"Warning. Multiple hull breaches detected. Engines critical. Reactor integrity compromised."

The monotone, robotic voice droned on while the airship around Yang gave its dying spasms. Explosions rumbled within the ship, accompanied by the distant creaking of metal as it bent and ruptured. She lay on the ground of her cell, curled up into a ball with hands placed over her neck.

So this is it, huh, she wondered idly as her cell continued to collapse around her.

This is how I die. Away from friends. Away from family…

A sudden scream from beyond the door stirred her from her musing, followed by a sharp screech. The door of her cell then buckled inwards from an impact, shifting the single panel enough to let her see the deck outside. A limp arm hung from the opening, blood trickling down to the palm, his rifle clattering to the floor. The overhead lights flickered, briefly illuminating the dark chamber. Multiple fires cast an amber glow on the hallways struts, while red alarm lights flared.

Propping herself up on the cold metal floor, Yang crawled over to the aperture. Just as she reached the doorframe, the imposing frame of a Griffon prowled across the hall, its beak stained with blood. Yang recoiled into a corner, hoping to avoid its gaze. The scratching of its talons on metal halted, and the creature emitted a low growl as it searched for its prey.

"Just my damn luck,"she muttered. She looked down at her wrists, cursing at the lack of her twin gauntlets. She must have underestimated the Grimm's hearing, as it let loose an ear-piercing howl before charging her cell head-on. Yang quickly rolled to the right, slamming herself against the far wall as the Griffon's beak grinded against the door's metal. The beast howled and roared as it attempted to claw its way into the cramped room, its predatory red eyes filled with nothing but rage. The metal spasmed and croaked as the panels were bent; it would only be a matter of time before it broke in.

Yang darted forward to reach the energy rifle, only for the Griffon to snap its mighty beak down, narrowly missing her hand. "Well, you're a coy one, arent'cha?" she taunted. The beast only shrieked in response, shooting spit from its gaping maw. Perfect, Yang thought as she delivered a calculated, vicious kick to the creature's jaw, sending its head into the roof of the cell. As it staggered, she reached forward for the rifle, grabbing it and propping the stock against her shoulder.

Holding a conventional firearm felt… different, Yang realized. She had grown so used to the inner workings of Ember Celica over the years, and had never fired a standard rifle during her tenure as a student. However, with the Griffon so close, coupled with its monstrous size, she reckoned aiming wouldn't be a problem.

Alright, open wide!

Yang squeezed down on the trigger, yet it didn't budge. Small beads of sweat formed on her forehead as she pressed down harder, frantically attempting to find the safety. Noticing her fumble, the Griffon gave another charge, pushing the doors back enough to reach Yang, the steel giving one final, petering croak as it gave way. She planted her boot on its head, barely managing to intercept its razor-sharp beak. She struggled to imagine what would have happened if it made contact, and decided not to.

"Get… Away!" She ground out between clenched teeth, the muscles in her right leg struggling to hold back the immense strength of the beast. The Grimm growled as it continued to push, Yang's leg threatening to give out under the pressure. Finally, she found a circular bump on right side of the rifle, and pushed it down with a triumphant grin. Aiming down the sights, she pulled the trigger once more.

The rifle kicked into her shoulder as it fired a bolt of plasma, the report much quieter than the aggressive bang of her gauntlets. The searing projectile landed right between the Grimm's eyes, and it shrieked as the superheated gas burned and sizzled away it's skin. Drawing her leg back and delivering another brutal kick, Yang continued to fire upon the Griffon, the monster convulsing with each new shot as it tried to stumble backwards to safety. It gave its final spasms and screams before falling limp in the doorframe, wisps of black smoke already forming as it disintegrated.

In silence left by the death of the Grimm, the ship seemed eerily quiet, with the sounds of gunfire echoing across the vessel, and the cacophony of battle outside muffled by the frame of the airship. Yang stood up and gingerly stepped over the carcass of the beast, emerging into the hallway for what seemed like the first time in forever, rifle at the ready.

Looking down the hallway to her right, she could see that the inmate visitor center had taken serious damage. The front wall had entirely collapsed, revealing the the burning ruins of the inner chamber. Within, another Griffon hunched over, pecking the corpse of another hapless soldier. Before she could raise her rifle again, the Grimm had taken notice of her presence, and with a hellish screech, leaped at her. As it lunged, maw and talons wide open, its torso was broadsided by a fusilade of plasma fire, killing the creature instantly. Yang fired blindly, the plasma bolt going wide and impacting the far wall of the hallway.

"Spread out. Search for survivors," came a voice from beyond a corner. Followed by multiple armed crewmen, an Atlas soldier, clad in dark grey battle armor, walked into the hall carrying a rifle. His helmet was missing, revealing a closely trimmed tuft of light red hair. He spotted Yang, as well as the corpse of the Griffon at her side. "You killed that one?" he asked, pointing with the barrel of his weapon.

"Yeah," she replied, lowering the rifle and releasing a breath she forgot she had been holding.

The soldier's eyes widened as he recognized the woman before him. "Wait a minute," he said in suspicion. "You're the chick who killed that dude from Haven, aren't ya?"

Anger welled up in her throat at the mere mention of the incident. Her lips drew back into a snarl and her eyes turned blood-red. "He attacked me, for fuck's sake! Why the hell does everyone think I-"

"Woah, there, kiddo. Slow down," he said, raising his hand apologetically. "That's the least of our concerns at the moment. Right now, we have to focus on clearing out these damn things." He pointed the barrel of his rifle at the decomposing carcass of the Griffon for emphasis. "So, are you coming or what?"

She exhaled as her fury subsided, and her irises reverted to their regular lilac. "Alright," she shot back with a grin, tossing aside her rifle onto the deck. "On one condition."

The soldier raised an eyebrow in suspicion. "And what would that be?"

"You give me my weapons back."

He bit his bottom lip as he mulled her proposal over. "Hmph, fine," he conceded. "Alright, let's head out. We've got a ship to reclaim."

Crescent Rose kicked against Ruby's shoulder as she pulled the trigger once more, bringing down another Beowolf unlucky enough to fall under her crosshair. Its corpse staggered and fell, tumbling into the oncoming stampede of Grimm and disappearing beneath them. Ruby deftly swung her sniper to the side while pulling back the bolt as she picked out her next target. She spotted an Alpha Ursa climbing over the edge of the central docking platform, and aligned the cross on the center of her scope with the beast's head. The Fire Dust round incinerated the beast upon impact, sending it back to the freezing waves of the lake below.

All around her, the defenders unleashed their might upon the monsters charging at them. Hundreds of bolts arced from the front line, along with relentless streams of tracers from both the Paladins and miniguns. Harrowing cries of pain and anger erupted from the Grimm as their numbers dwindled, the black smoke rising from their piling carcasses beginning to obscure the mid-day sun.

Even the antiaircraft guns bore down on the Grimm, sweeping the battlefield as their twin snouts belched plasma. Multiple Paladins released a combined barrage of missiles, creating fountains of earth and rock where they impacted. However, the Grimm continued to push headfirst into their position, regardless of the gargantuan losses they had sustained.

They just keep coming, Ruby lamented, discarding a spent clip and reaching for another one in her pouch on her belt.

"Keep firing!" the captain shouted over the din as he unloaded his rifle into the horde, the bolts passing only a meter above Ruby's head.

To her sides, her two teammates did their best to hold back the assault. Blake aimed down Gambol Shroud's sights and bore down on the trigger, picking her targets and scoring shots on the enemy with incredible precision. Weiss swung her sword and spun elegantly in place, as bolts of pure Dust arced from the tip of her blade and into the mass of Grimm.

"Taijitus! Up ahead!" a voice from behind Ruby squealed out in alarm, which she immediately recognized as Scarlet David's thick Mistralian accent. Many other soldiers along the line voiced identical warnings. Three pairs of the gargantuan snakes emerged from the sea of black, the dark and light halves intertwining as they advanced.

"Paladins, intercept and focus fire!" the captain bellowed into his earpiece. Obeying his commands, the towering mechs charged forth, fanning out from the archway to form a cohesive firing line. Like a chorus of death, they unloaded their missile pods into the heart of the horde, the front line of Beowolfs and Creeps incinerated by the inferno. Dozens of railguns bore down on the exposed Taijitus, disintegrating them in a mighty fusilade. Ruby could only watch, mouth agape, as the Paladins tore into the mass of Grimm.

Not even that, however, seemed to dissuade the beasts. As the barrage subsided while the Paladins reloaded, a new wave of Beowolves and Ursai closed the distance. Servos whirred and pistons fired as the towering mechs replaced their primary armaments with robotic fists. They charged to meet their foe, swinging their mighty arms in huge arcs that swept up the monsters caught in their path. The huntsmen and marines opened fire once again, picking off any Grimm that got too close to the operators' cockpits. Yet, despite their efforts, the swarm began to encircle them.

"We have to get over there!" Ruby exclaimed, working the bolt after sniping an Ursa off the back of a Paladin.

"And run directly into a horde of thousands?" Weiss countered, just as a round from Myrtenaster gutted a Beowolf.

"At this rate, they'll be overwhelmed!"

As if sentencing their fate, the ground beneath them shook once more, sending the line into silence. More Taijitus erupted from the earth directly below the mechs, tearing them apart with the immense strength of their jaws. Some of the operators tried to escape the broken husks of their machines, only to be torn apart limb by limb as the black tide passed over them.

The horde vaulted over the burning wrecks, and resumed their charge on the human position. Without the imposing firepower of the enormous machines, the Grimm advanced unimpeded, the combined fire of the marines and students doing little to slow them down.

Behind Ruby, the Captain muttered a venomous curse, rivaling even Yang at her best. "Van Zyl, blow the fucking charges!" he screamed at some hapless marine. "On my mark!"

"Y-yes, sir!" the soldier replied, extracting a small, white device from a pouch on his belt.

Off to her left, Blake's eyes widened, and even Coco halted her unrelenting barrage. Taken aback by their worry, Ruby stopped firing as well. "What is it?" she asked her teammate.

"Oh no…" Blake muttered in way of reply. By the look on her teammate's face, whatever the marines had prepared must have been their last resort.

Just what were they doing while I was in there? Ruby thought to herself, longing to return to the safety of her dorm.

"You might wanna get down for this one!" Coco called out, putting action to words by stowing her minigun and crouching behind the sandbags.

"Three!" the Captain shouted, initiating the countdown.

All throughout the line, marines and huntsman alike hit the ground. Even the operators of the AA guns dismounted and huddled next to their hulking guns. Now completely unperturbed, the horde of Grimm began to sprint, their growls and cries intensifying in anticipation of their next meal.

"Two!"

"Ruby, get down, NOW!" Weiss screamed from her prone position to Ruby's left, tugging insistently on her arm. She obeyed, sheathing Crescent Rose and slotting it back into its holster as she laid herself flat.

"What the hell is happening?!" she attempted to say over the howls of the approaching beasts.

"One!" The Captain the followed suit, diving into the ground like the rest of his men.

"Just cover your sodding ears, dammit!" the marine manning the minigun shouted back, tapping the side of his helmet to show what he meant.

"What? Why should I-"

After the dull, metallic click of the marine's detonator, her entire world was swallowed by light.

Those eyes… Jaune thought, staring directly into the unbroken gaze of the Beowolf in front of him. Those eyes… packed with such anger, hatred, and bloodlust. Just looking at them sent shivers up his spine, causing his sword and shield to tremble in his grip.

No, Jaune. Don't be afraid, don't be afraid, he reminded himself, however futile it might be. They like it when you do that.

Reading his thoughts, the Grimm let loose a furious roar and leapt forward, closing the distance on all fours and drooling in anticipation of an easy kill.

Alright, now. Remember your training. Jaune thought back to his countless hours on that rooftop with Pyrrha. As the beast drew near, he pulled his right foot back, raised his shield, and held his blade above his head.

Letting out a shout of his own, he sprinted to intercept his attacker, leaping into the air right before they met. The monster's claws raked across his shield, leaving its torso wide open.

Gotcha! I thought these things were supposed to be smart!

Jaune extended his leg, his kick impacting directly on the beast's center and sending it skidding on the stone floor. As it struggled to regain its bearings, Jaune moved up, sidestepped, and with a spin, brought his sword down on the Beowolf's exposed neck. The remaining stump glowed a dull red, just before disintegrating along with the rest of the carcass.

"Excellent strike, Jaune!" a voice called out to his right, one he immediately recognized. Shifting his gaze to its source, he saw Pyrrha waving at him, surrounded by the smoking corpses of dozens of Grimm. With a gentle smile, he returned the courtesy, and turned to reassess the battlefield.

The grand height of Beacon Tower rose directly before him, stretching into the light blue sky of the autumn morning. It seemed unperturbed by the cacophony of gunfire and explosions at its base; the green lights that gave it its name shone on like usual. Being reminded of his burning throat and aching muscles, Jaune felt envious.

If only I were as tough as you, ol' pal.

Behind him, a contiguous firing line of marines and Paladins guarded the northern edge of the plaza, mowing down the seemingly endless horde as it poured forth from the adjacent buildings. They might not have fought with the ferocity and grandeur from the stories he heard as a child, but their iron will in the face of overwhelming odds impressed him nevertheless.

Well, it could be worse...

A rending crash erupted from beyond the plaza, interrupting Jaune's thoughts. The ground shook in its wake, as the report echoed through the academy and into the mountains beyond.

"What the hell was that!?" Nora screamed off to Jaune's left, hefting her enormous hammer in one hand.

"Probably an explosion of some sort," Ren replied nonchalantly as he reloaded his twin pistols.

"You think I wouldn't know the sound of a glorious boom when I heard one? Especially a plastic explosive?" she shot back with mock offense. Jaune suddenly knew why she liked to call herself 'the connoisseur of explosions.'

"Well, if you already knew, then why did you ask?" he responded with a sly grin. Nora attempted to counter, and after a second of silent thought, formed her lips into a pout, muttering incomprehensible curses at her partner. Ren's smile only got wider.

"Crazy assholes musta blown the charges," said one of the many marines tasked with the rear guard, just like JNPR. "Means they're gettin' their asses kicked."

Jaune's eyes widened as he remembered which teams were assigned to the courtyard. Ruby, Weiss, Blake… Can they even handle so many Grimm? Noticing his concern, Pyrrha ran up, skid to a halt next to him, and placed a hand on his shoulder. "Don't worry, Jaune. It'll take a lot more than that to stop RWBY."

Cries of alarm and panic rose from the front line; the Grimm were unwilling to let them rest. Soldier began to turn and flee, only to be torn to shreds by the black tide. Others stood their ground, drawing their swords and slicing away in a futile effort to push the monsters back.

"Rear guard, move up!" one of the lieutenants bellowed, looking back over his shoulder. "Cover our retreat!"

"Alright, that's our cue, team!" Jaune shouted over the combined march the of marines, hunters, and Paladins assigned to the rear, all conglomerating on the breakthrough.

"Yes! Finally!" Nora growled, the feral anger in her eyes rivalled only by the predatory stare of the Beowolf Jaune eliminated mere minutes before.

"Kill them, men! Kill them all!" shouted the commander of the rear guard as the reinforcements charged forth, roaring in fury as they closed the distance.

"You heard the man!" Jaune echoed, receiving nods from both his team and the marines around him. "Let's make it count!"

"OOH-RAH!" they chorused, raising their rifles and opening fire as the retreating frontline merged with their ranks. The charging Grimm fell in the dozens under sustained fire, yet their advance did not waver.

"Nora!" Jaune called out to his teammate, turning to face her. Her teal eyes blazed with insanity, accompanied by an equally ferocious smile; she knew exactly what he had in mind. "You know what to do."

Nora's expression only got wilder. "I thought you'd never ask!"

Deftly spinning her massive hammer in her hands, she poised herself on its head and pulled the trigger on its shaft. Her weapon's massive recoil propelled her into the air. Many other hunters along the line sprinted and leaped ahead, following Nora's example. She drew her hammer back as she fell, screaming as she brought it down.

Magnhild made contact with the stone ground, creating an enormous shockwave of rock and lightning. All the Grimm around her were sent flying back, and many more obliterated in the blast of her hammer. Having left the spearhead disoriented, Jaune and the rest of JNPR vaulted over her kneeling form, and engaged the stunned Grimm at her feet. The marines and Paladins at their backs rushed forward and reformed the firing line, unloading death to support the hunters as they moved in.

"Cover me!" Nora shouted, getting up and folding her weapon into its grenade launcher form.

Jaune extracted his sword from the carcass of a Creep and raised his shield, narrowly blocking a Beowolf's swipe. Taking in the endless mass of Grimm before him, his knees trembled, and almost gave way. The beast clawed at his sides, it's lethal blow parried by his sword. Once again, Jaune stared at death in the face, its red eyes burning with wrath.

He drew out his left leg and swept it beneath the beast, causing it to lose balance. As it toppled backward, Jaune plunged his blade right down the Beowolf's torso, pinning it to the ground. Just as he was about to finish off the writhing creature, a harsh, sudden crack rang out to his left. The Grimm's head exploded in a shower of fur and blood, coating Crocea Mors with dark red.

When he turned to the source of the gunshot, he saw Pyrrha, her weapon raised and its barrel smoking. She gave him a single nod, her emerald eyes blazing with vibrant determination.

I believe in you, Jaune, he could almost hear her say, soothing as ever.

Emboldened, his Aura flared, and his muscles tensed with new-found strength. Behind him, Magnhild boomed and Stormflower chattered as they kept the Grimm from overwhelming their position, bullets and grenades whizzing by his head.

Those not eliminated by Ren and Nora's barrage charged in the wake of their fallen comrades, only to be cut down with a flurry of slices, with Grimm after Grimm collapsing at their feet. An Ursa lumbered forward and raised its paw, only to be gutted by a railgun blast from a Paladin, missing Jaune by a distance he wished he never knew.

Slowly but surely, the defenders fought back. Jaune's knees ached and his nerves screamed, but he didn't care. By the scores, Grimm fell all around him as their assault was suppressed. The humans took casualties of their own, with ghastly howls of agony erupting from the front line.

At last, their seemingly infinite numbers began to dwindle. "They're pulling back! Hold positions!" a Captain behind them bellowed. It took several seconds for Jaune to acknowledge it, but it was indeed true. Instead of charging, the Grimm now scrambled back into the various structures and forests north of the tower. The marines cheered, celebrating yet another small victory against the ferocious enemy. However, Jaune wasn't so sure.

Something isn't right.

Ren shared his suspicions. "When do you ever see the Grimm retreat for no reason?"

"Awwww," Nora sagged. "I can't kill more of 'em!."

"He's right," Pyrrha put in. "They never do."

They almost had us beat. What the hell are they doing?

Jaune's inner strategist kicked in as he analyzed the situation. According to Ozpin, he had always been a better tactician than fighter. Jaune had certainly never been inclined to doubt the wise man's judgement.

He thought back to the countless hours spent in Dr. Oobleck's endless lectures. He'd ramble on and on about the exploits of ancient armies and generals, and how their flashes of genius turned the tide of battle or avoided the most disastrous routs. He'd even made small dabblings into the Grimm's behavior in combat, where researchers insisted they weren't the mindless monsters everyone made them out to be.

Jaune raked his mind, searching for any useful information gleaned from those dull lessons. Why pull back from a likely victory, if only to secure your chances of winning later on?

That could only mean one thing, Jaune reckoned.

Reinforcements.

Aw, crap.