"…You did NOT just do that."

Even unseen, Frost could tell that the Grimm was likely smirking as it seemed to enjoy doing. "Oh, but I did. Besides, it's better she hears it from you then from someone else."

"Except that it WASN'T ME!" Frost roared back to the darkness surrounding him. "You said it, KNOWING that it would cause some sort of reaction! And for what?! Some perverse pleasure in seeing people miserable? Or was messing with me not enough for you?!"

"It's not like you can do anything." His shadows replied back. "I'm the one in control now, remember? You're just a pathetic little passenger I have along until things here are finished. Then I'll finish you off and you can go join your precious family in the afterlife."

"The family that YOU KILLED!" His entire being burned with rage as he pounced at the shadows, his hands reaching for something – anything – that he could wrap them around tightly.

The humming sound of satisfaction filled the air around him as the shadows seemed to pulse greedily. "Hmmmm…there's that rage that just makes it all worth it. You're only making it worse, you know." Frost took a step back as the darkness seemed to reach for him. "The angrier you get the stronger I become and the bigger threat I end up being for your friends. You wouldn't want that would you?"

"I made you miss once, I can do it again."

The Grimm scoffed. "Hardly. I know that it took practically everything you had just to move my hand a few inches to fire above their heads. I can promise you that the next time…I won't miss."

"That's if they even give you the chance."

"Oh…I think they will. They're a little distracted by an old friend standing in front of them after all."

"W-what did you say?" Neo stammered out as she stared at her friend's body, her entire form frozen with shock at his previous statement.

"I said, I'M THE ONE THAT KILLED YOUR PARENTS." Frost's voice held a patronizing tone as it repeated its words. "Geez, you humans and Faunus really are just clueless sometimes. You literally say the truth to their faces and they just go all dopey-eyed and open-mouthed at the first big reveal. Pathetic." His face gained a sympathetic look for a moment before it continued. "Though, to be fair, it was only the boy's father and your mother that I killed. The other woman was put down by the man in charge of this whole thing when my body was too broken to continue fighting. For retired Huntsman and Huntresses, they sure could put up a fight."

"No…" Neo muttered, barely loud enough for those standing around to hear it.

"It's true, sadly. They all died trying to save the people they cared so much about…only for it to be a waste as they got themselves caught up in a mess they would never have a shred of hope to get out of. The boy is already mine, after all. I'm just here to make sure the rest of you don't make it the rest of the way through this place."

"I won't…"

"Oh, save the pitiful theatrics. I already know you can't kill me. Or at the very least that you don't WANT to kill me. I look too much like your friend for you to take the shot. I can see it in your faces." Frost's body paused s its gaze fell on Qrow and Ozpin. "…Well, most of you at least. But it'll be enough to stop the others that would from getting involved. So I'll give you two choices. Consider it a favour to the person that owned this body before me."

His arms opened invitingly as he stepped to the side, leaving the passage back to the entrance open for them to see. "You can leave, and leave us in peace. Or you can keep moving further in, but know that it WILL result in open combat with myself and every other being in this building."

"And how are we supposed to know you won't try to stab us in the back anyways, even if we WERE to leave?" Weiss questioned with a sharp tone.

The creature placed a hand over its heart with a smirk. "You'll just have to trust me, I guess. It's either that, or you'll have to kill me. No play fighting, no sparring. Just death."

"No."

The creature's eyes turned with a slight glint to them as they rested on Neo. "Oh, look. She's able to form proper sentences again. I wonder what else she has to say?"

"I won't let you take him."

Frost frowned as he crossed his arms against his chest. "Kid, if you're referring to who I think you're referring to, you don't have a choice. He's mine. End of story."

"I SAID NO!"

In a flash, Neo disappeared and formed behind Frost's body, her own body already twisting as she swung a leg out towards the back of his skull with a look of anger etched across her face. Time seemed to slow as her boot collided with the back and side of his head, forcing his upper body to snap forward as the attack made contact with him.

And then he stopped.

Rather than his body being forced into the ground or even being sent sprawling from an attack that would have stunned most people hit by it. He simply stood there, slightly bent over, with Neo's foot firmly planted on him.

"Gotcha."

From within his jacket, Frost pulled out a small remote with a series of buttons on it. His finger then pressed down on one of them as a large metal piece started to rapidly close between the rest of the group and the two standing down the hallway. Emerald was already in motion as she had started running at the two the moment Neo had teleported, but a quick action from Yang had one hand gripped firmly on Ruby's cloak, preventing the other girl from getting trapped on the other side as well. As the plate slammed into place, Neo quickly hopped back from the boy's body even as he chuckled briefly while he straightened his form.

"That was…far too easy. For people that are supposed to be trained through hardship and strong of will…you really do cave quickly when it comes to your allies. I wonder if the others will be any luckier than you two?"

His finger quickly moved to press another button, the sharp grating of metal on metal filling the air, though a bit muffled as it came from the other side of the wall that had just closed recently.

"What did you do?" Emerald demanded as she held her weapons threateningly n front of her.

"I just gave our other guests a little welcome gift of their own to keep them busy. We need Grimm to be able to experiment on mixing them with other living beings after all. Where else do you think we get the raw materials from?"

"I'm sure they'll be fine. Besides, once we're done with you we'll just open the passage back up with that remote of yours."

Frost smirked as the hand holding the remote crackled with electricity for a moment, the controller making an ugly hissing noise before it cracked and began to smoke. "You mean…the remote that USED to be able to control the passages. My mistake." His arm shifted down to his side as he let the useless piece of metal and plastic fall to the ground with a brief clattering noise. "Besides, I hardly think that this fight will be at all fair when it's the two of you against one of me."

"That was the point." Emerald replied.

"I meant for you."

"Damnit, Neo." Frost grumbled to himself after witnessing everything that had just occurred. "Why would let him bait you like that? You're smarter than this! I know you are!"

He slowly began to pace back and forth as he tried to think of something he could do. At a glance, the two on one odds would seem to be in advantage for Emerald and Neo. But because their opponent was effectively himself, the Grimm would know about their Semblances, methods of attack, all sorts of different ways they fought purely because it had access to his mind and memories. And because the Grimm was a more vicious version of himself, he would fight much more aggressively than usual – something that the other two wouldn't be prepared for.

"There's got to be something…" Frost groaned to himself even as the battle waged on around him.

A quick slash from Emerald's blades was easily dodged as the Grimm channeled small pockets of Frost's power to leap away from the attack before spinning around and taking a swipe at Neo with a clenched fist. A narrow parry from her parasol was all the prevented the empowered fist from colliding head-on with her face. Another surge of power combined with a solid two-foot jump launched him towards the ceiling and over a salvo of bullets from Emerald's weapon while Neo opened the shielded fabric of her parasol to defend herself from the spray. His body twisted as it flipped over and he pushed off of the ceiling with both feet, one hand outstretched and brimming with crackling electricity as it landed squarely on the metal floor and sent out a pulse of energy in the attempt to knock the two off balance. Their auras absorbed the brunt of the wave, though the power behind it still caused them both to stagger somewhat.

"Like I said. The odds were against you, girls. I'm the superior being here. The abilities of a combat-experienced human with the strength and savagery of a Grimm. There's nothing that two children can do against me."

"That's what you think." Emerald replied as a flash of light put Neo directly in front of him before a boot once again met his head – this time on his chin as his head snapped upwards and forced his vision on the ceiling. When he turned his vision back down to the area around him, neither of the girls could be seen.

"So…that's the game we're playing, is it?" The Grimm chuckled as it stood up straight. "A little game of cat and mouse, huh? Seeing as it lets me get more familiar with these powers…why not? I'll humour you, children, and take part in your little charade. But first…"

His hands flashed pure white for a moment as he built up energy between his fingertips before raising both hands and releasing the stored power within them in the form of crackling bolts of electricity. As they arced through the air, small trickles of energy pulled away as it sought out the nearby metal surfaces to take hold of. But the majority of it kept going as it flew across the passage…before landing square in the backs of Neo and Emerald as their bodies writhed in pain. Their forms then fell to the ground for a few moments before they tried to stand even as their muscles contracted from temporary paralysis.

"Don't take me for a fool. I know your abilities and I know what you two are capable of. But seeing as I'm still part Grimm I can still sense traces of fear, anger, any sort of negative emotion. And let me tell you," The creature paused for a moment as it inhaled deeply. "The two of you reek of it."

"Fuck, fuck, shit." Frost cursed to himself as he watched Emerald and Neo collapse to the ground from his Semblance. He knew that the two of them would have to try and be sneaky to stand a chance, but he hadn't counted on the Grimm's taunting working in multiple ways to also make them give off a way for it to sense them on top of luring them to him. All through the fight, he had felt his body move through each action as it dodged, attacked, and even released his Semblance. And yet there was nothing he could do to stop it.

…Or maybe not. But the thought of it made him hesitate for a moment.

All he had been attempting to do was move his body. But his Semblance, if any of the old stories surrounding them were to be believed, was tied to his very being. Maybe there WAS something he could do to prevent his new host from bringing harm to the ones he had come to know both over his lifetime and recently. But what would that do? The only other time he truly remembered trying to hold back on his Semblance being released, it had resulted in him unleashing a cannon of energy into the skies of Vale the night that Beacon fell. What would it do if he tried to hold it back from within? Would he burn up from the inside or would it just be the same with the backlash getting stronger and stronger the more he stole away?

Regardless, it had to be done. If only to save the ones about to be hurt worse by what he had become.

"I really was expecting more, you know. It seems every time I face off with you people I get a little more disappointed. First the boy proves weak as I gradually take over without even really needing to try for a lot of it. Then the two of you barely put up a defense when you try to get away from me. It really is unfortunate that we can't keep doing this more. But I have other things to do once I'm finished here. Namely helping kill off the rest of you pathetic bunch off the face of Remnant."

The Grimm raised both hands once more with one pointing to each of the girls. It's eyes the closed with a satisfied grin as it willed the power of Frost's Semblance outwards in a stream that would burn their bodies from the onslaught of energy.

But nothing came.

It's face took on a look of frustration as it tried willing the power forth once again only for nothing to happen for the second time.

"Performance issues?" Emerald smirked even from her prone position on the ground as she struggled to move one arm, her body still mostly paralyzed from the attack they had just taken.

"Save the jokes for someone that might let you survive, you little pest." The Grimm snapped back even as it glared down at its hands while nothing continued to come out. "It seems that this body still wants to reject me somehow, even when I'm the one in power. Probably something to do with that human soul bullshit."

While the Grimm gave it no notice, one of its hands twitched slightly as a small flicker of energy pooled between its fingers before folding back into its hand. But the other two did notice. And one of them knew what it meant.

"Emerald, you need to grab my hand. NOW." Neo commanded even as she struggled to try moving her hand closer to Emerald while the other girl did the same.

"Oh, that's cute. Holding hands as you go? How absolutely disgusting can the two of you get. Just accept that I've won and don't make this more pitiful than it already is."

"You really think you've won?" Neo asked the Grimm even as she saw one of the creatures legs shiver slightly. "I'd pay more attention to my own body if I were you."

"What on Earth is that supposed to-" The creatures words were cut off as its body collapsed to the ground in a seizure, fizzling bolts of electricity arcing from all over its body towards the metal surfaces surrounding it. They would have struck Neo and Emerald as well had the smaller girl not teleported them further down the passage and out of harm's way. It's mouth was open in a soundless scream as it writhed and shook on the ground beneath it.

"What's happening to it?" Emerald asked with a look of worry and confusion etched on her face. To her surprise, Neo's held a look of hope and joy on it as she stared at the scene in front of them, still somewhat paralyzed.

"It's Frost. He's holding back his Semblance. Just like that night in Vale."

"You mean when Mercury hit him while he was charging and started to get all weird looking?"

"More or less."

"So…doesn't that mean he's going to have to release it all anyways? Inside a building with dozens of metal surfaces around us."

"Yes."

"Then I think you need to move us a little closer to the exit than where we are right now."

"…Good idea."

Frost's body burned as he felt the energy flowing all around him. This was a far different feeling to trying to keep the power inside him like forcing a lid down on a stuffed container. This was more like trying to pull everything towards him and hold onto it instead of it exploding outwards like a flood. He was literally holding the power around him but also inside of himself. And it hurt. But it had stopped the Grimm from hurting his friends.

And as the darkness around him exploded with light…that was all that mattered.

...I don't think I could begin to apologize for the way the last month has had me treat this story. I couldn't really do much the first time around that I had to postpone due to my grandmother passing away, but I'm not sure if me taking a break during the week I was moving was fair to you guys. Regardless, we are now into the final handful of chapters and that's not me sugarcoating it. This story, despite how long I've been at work on it and its predecessor, is almost finished. And I think in some small way that's also why I've chosen to delay the last couple of times that I normally would update. I've been working on this overarching story for over 3 years now. And that's both amazing and terrifying. Because it means that for all the fun I've had writing this adventure from start to finish...soon the ride will come to an end. I wish I could say that I have more planned for this story once I'm done this last arc, but that would be forcing this story to continue down a path that may ruin the care that I've put into it so far.

For what it's worth, I appreciate every single one of you that has read along so far. Every view, every follow, every favorite mean something. A small part of me when I started out was hoping I would someday pull in large groups of people to read this. But at this point what matters most to me is that even if only a few people read it, then it still meant that I was able to interest SOMEBODY. Even when most of the characters aren't even yours to begin with, the story you tell builds an incredibly close bond that is impossible to let go. Regardless of where things may take me in life going forward, I will ALWAYS be a massive fan of RWBY and what RoosterTeeth does. This is just my small way of showing my appreciation for said universe.

But for now that's where I'll leave things, and I'll see you all again in a couple of weeks for the next proper update.