Lionheart sits in his office with his head in his hands. From offscreen, Watts opens the door to the room.

Watts: Are we ready?

Lionheart lifts his head to look at Watts as he closes the door behind him and steps into the room. A brief exchange of looks is made as Lionheart turns his head away from Watts who smirks in response. The two soon enter a secret hallway adjacent to the office.

At the end of the curved hallway is a circular room containing a Seer Grimm.

Watts: After you.

Watts pushes Lionheart closer to the Seer Grimm.

Lionheart: Your Grace, are... you there?

The red smoke-like substance contained in the head of the Seer Grimm shifts to form an image of Salem and Cinder at their location in the Land of Darkness.

Salem: Hello, Leonardo. Do you have something to report?

Salem and Cinder are also looking through a Seer Grimm to communicate with Lionheart and Watts.

Lionheart: Of course, ma'am. I would not waste your time, if not.

Watts: I'm still just so fascinated by this creature. Cinder dear, are we coming through? (tapping the Seer) Can you see us clearly? Well, as clearly as you can.

Cinder: (annoyed) Shut... up.

Watts: (sarcastic) Oh goody, you've recovered.

Salem: Your report. What is it?

Lionheart: I've... I've found the Spring Maiden.

Salem: Is that so? Well done. Arthur, had I known how useful you'd be in expediting this process, I would've sent you long, long ago.

Watts: As much as I'd love to take credit, ma'am, I can't say that either of us are to thank for this development. I guess you could say, a little birdie told us.

Salem: Explain.

Lionheart: You see, ma'am, Qrow Branwen and Zach Venti arrived at Haven Academy earlier today. They believed Spring has taken residence with Qrow's sister's tribe.

Cinder: Is... the girl... with them?

Watts: Yes, Miss Rose was in attendance.

Salem: And you know of the tribe's location?

Lionheart: Yes ma'am! But you have to hurry! Zach and Qrow is already at odds with my--

Salem makes a face of annoyed concentration and in response one of the Seer Grimm's tentacles shoots out to wrap around Lionheart's throat and choke him.

Salem: Leonardo, do you remember the first time we met? I remember. I remember your fear. But, since that day, you've been extraordinarily brave. I won't forget all that you've done for me. Do not forget everything that I can do to you.

The Seer Grimm slowly brings the point of another tentacle close to the face of Lionheart before drawing it back. Within the orb of the Seer Grimm, Salem makes a gesture, and the tentacle simultaneously releases him from the chokehold. Lionheart coughs and gasps for breath.

Salem: Cinder, you and your team will meet with Doctor Watts, and together, convince Raven Branwen that the survival of her people depends on her cooperation. Once you have Spring under control, escort her to the Relic and contact Hazel.

Salem: The White Fang was promised the destruction of Haven, and they'll have it once we have what we need.

Watts: Understood.

Salem: Not you, Arthur. Tyrian's in need of a new tail.

Watts: What happened to his old one?

Cinder: Guess.

Watts: The silver-eyed girl?

Cinder looks stern and grunts as acknowledgement.

Watts: It will be done.

Salem: Good.

The image of Salem disappears from the Seer Grimm to show the connection has ended.

Watts: Seems Qrow was right, Lionheart. The students aren't pushovers.

In the Land of Darkness, Cinder is clearly unhappy.

Salem: You're free to speak your mind.

Cinder: I don't understand. Working with bandits? Keeping Ruby alive? What's the point? We're strong enough to take what we want by force!

Salem: Never underestimate the usefulness of others. Take Leonardo; he was one of Ozpin's most trusted, and yet now... (chuckles)

Salem: You will have the power I promised you, when the time is right. But remember that it comes with a cost. If Ruby Rose has learned to harness her gift, then you must take care to protect yours. There's only so much I can do to aid you.

Cinder bows to Salem and goes to exit the room.

Salem: And Cinder, before you go, inform Tyrian... (her smile turning to a frown) that I wish to have a word with him.

Cinder smiles, nods in acknowledgement of Salem's order and turns, leaving the room. A few seconds after she disappears from view, the loud noise of the door immediately transitions to the next scene.

As the cargo ship flies over Lake Matsu, Weiss and Kyla, still somber over being unable to help the Mistralian cargo pilots, suddenly notices to Weiss' right a series of landmasses floating in the bright blue, partly cloudy sky, with what appears to be black crystals jutting out from the bottom of the rock formations. Puzzled, she then decides to head into the pilot's cabin. The doors open.

Weiss: Where are we?

Pilot: Nowhere good. Passing by some of Lake Matsu's floating islands.

Pilot: The gravity Dust that forms in these things is giving us a little turbulence. Nothing I can't handle, but the islands sometimes hide some nasty Grimm. I'm just betting on our friends in distress keeping them preoccupied.

Kyla: That's not exactly good to hear...

Weiss notices to her right the approach of the heavily damaged airships.

Weiss: Look out!

The airship comes barreling from their right, narrowly hitting their cargo ship and forcing the pilot to pull upward to avoid it. The doomed craft, bearing a white symbol for Mistral on its sail, proceeds to collide into one of the floating islands.

Pilot: You've got to be kidding me!

Kyla: That must be one of the airships that was in trouble, and that means...

The pilot then decides to switch back to the radio, listening in for nearby transmissions.

Mistral Pilot: By the gods, we've lost Percy! Help!

Another Mistralian airship, pursued by a swarm of wasp-like Grimm, is suddenly hooked from multiple directions by their extendable stingers, which leaves them trapped and unable to move.

Mistral Pilot: We're hooked! We're hooked!

As the pilot makes a frantic call, the wood on the ship's exterior begins to crack, as the insects grappling on the ship pull very tightly.

Mistral PIlot: Everyone, abandon ship!

Capitalizing on their fear,

one of the Grimm somersaults into the air and dive-bombs into the top of the ship, as the pilot and everyone on board perishes in the ensuing explosion. The rest of the Grimm following this turn their attention to and pursue Weiss' airship.

Pilot: Lancers, freaking Lancers! Alright buckle up-- Huh?

He turns to speak to Kyla and Weiss, only to see her jump down a hatch into the cargo hold, as she is determined to stop the swarm.

Pilot: (over an intercom speaker) What are you doing?

Weiss: What we should've done in the first place! You're carrying Dust, right?

Pilot: Officially, no. Actually, yes.

Weiss opens a large container of vials of powdered Dust and loads her weapon Myrtenaster with six of them as Kyla gets her red sword called Monado Fencer, out of the sheet.

Kyla: When we give you a sign, open the cargo door!

Pilot: Better make it quick!

The pilot makes multiple evasive maneuvers, but the Lancers gain on the ship and begin to shoot their stingers at it.

Pilot: Ladies, we're cutting it close!

Weiss Summons a black glyph underneath her to keep her stuck to the ship as she readies her sword in front of her.

Weiss: Ready!

Kyla: Do it!

The cargo doors open and the battle begins. Using glyphs and Dust, Weiss succeeds in eliminating one of the Grimm.

Pilot: Haha! Hold on!

She eliminates five more while the pilot continues to do evasive maneuvers.

Kyla: Nicely done, Weiss!

She and Kyla get knocked off balance when the cargo ship rocks.

Weiss: Ah! What was that?!

Kyla: What the hell?!

The upper level of the cargo ship has Lancer stingers sticking in through the ceiling.

Pilot: We're hooked!

The outside of the airship has two Lancers firmly planted on top of it before the rest of the swarm gains on the cargo ship once more, with some of the Grimm flying alongside it.

Kyla: Stay here!

Weiss: Kyla, where are you going!?

Kyla: Goin' up?

Kyla sheathes her weapon back, and turns on her heels on into magnets, and dashes forward out of the ship bounces between the chasing lancers and lands on to of the ship. She stabs her sword into the ship and closes her eyes using her Semblance seeing how the lancers are gonna move. Hearing the short buzzing coming from the Lancers' wings, Kyla instantly dashes towards the sounds and ricochets around them while delivering fast and deadly strikes. She called out her moves.

Kyla: Sky Foil!

She backflips beheading one of the lancers and jumps on the body slicing the other's head. Kyla runs back inside of the cargo.

Pilot: Ha ha!

Weiss: Can you find a pair of islands we can fit between?

The cargo ship is turned and travels toward a pair of closely adjacent, interconnected islands.

Kyla: I think I know what you're up to.

Pilot: Kid, you are reading my mind!

As the cargo ship narrowly avoids the close islands walls and the attacking Lancers, Weiss fires three fireballs from her glyphs, while Kyla uses dust and puts it into her katana to destroy an overhanging rock formation. The attack causes debris that kills the attacking Grimm, but also awakens an unseen Queen Lancer.

Pilot: Yeah! Great going, you two! We are in the clear!

Immediately after Weiss exhales in relief, a Lancer significantly larger than the rest suddenly appears outside the cargo doors.

Weiss: It's a Queen Lancer!

Pilot: What?!

Kyla: Looks like the explosions must've woken it up!

The Queen Lancer attacks and Weiss is unable to stop it.

Pilot: Do something!

Kyla: (turns behind her to see the dust crates and an idea occurs to her) Weiss! Use the crates!

Weiss nods and uses most of the Dust crates

to explode against the creature, but it survives unscathed.

Pilot: I can see the shoreline! Gods, we're not gonna make it!

Regaining her composure,

Weiss Summons her Arma Gigas.

Weiss: Pull up, now!

The pilot causes the cargo ship to pull up and ascend further into the air, before maneuvering to have the vehicle upside down. During this, the Arma Gigas leaves the vehicle and dives toward the Queen Lancer. The Arma Gigas, controlled by Weiss,

manages to kill the Grimm. However, the cargo ship has taken too much damage and descends. Weiss tries to use her Semblance to slow the ship's trajectory down, but it's not enough to prevent it from crash landing. Kyla hugs Weiss, protecting her, before the crash.

Inside the White Fang headquarters, Adam kneels before Sienna Khan, who is sitting on a throne flanked by two guards on either side of her.

Sienna: Adam. I'm not going to repeat myself, so I want you to listen when I tell you that the White Fang will not attack Haven Academy.

Adam: High Leader Khan, I am begging you.

Sienna: You should beg for forgiveness and nothing else! The assault you led on Beacon was not the great victory you clearly think it was, and you should be more grateful your punishment was not more severe. You are a symbol for many in our organization, but that doesn't make you infallible.

Adam: I was merely trying to follow your example, High Leader.

Sienna: And what example might that be?

Adam: Strength. Strength and unwavering conviction. The humans have seen that strength now.

Sienna: I was one of the first to suggest violence where violence was necessary. Peace bred complacency and acceptance of our place in the world. I will not allow humanity to push us down without pushing them back. But the destruction of the Huntsman Academies crosses a line! The loss of the CCT has brought global communication to a crawl! And the White Fang is more of a target now than ever before! You have justified humanity's campaign against us, and for what?! Empty promises from a group of humans? Humans we still know nothing about, and come and go as they please!

Sienna: These are not examples of strength, Adam. They are examples of your talents being diminished by shortsightedness!

Adam: If you want to know more about the humans, then why not talk to one of them yourself?

Adam rises and turns toward the entrance to the room.

Adam: Hazel!

Hazel opens the doors to the large room.

Hazel: Took you long enough.

As Hazel enters, Sienna rises from her seat and her guards all point their spears toward Hazel.

Sienna: What is this?!

Hazel: Apologies. I don't aim to cause any trouble.

Sienna: You've brought a human to this location?

Adam: You should hear what he has to say.

Sienna: This is grounds for execution!

Hazel: Ma'am, please. Nobody needs to die today. (kneeling) I'm just asking for a moment of your time.

Sienna: The longer you stay here, the less of a chance you have of leaving alive.

Hazel: I'll take those chances, if you don't mind.

Sienna sits back down, her guards return to their neutral position and Hazel rises again before continuing to speak.

Hazel: You don't like me. You have no reason to like me. But you don't have to like me to get the results you want.

Sienna: I'm starting to doubt either of you fully comprehend what it is that I want. I want humanity to fear the Faunus, to know that we demand respect! I do not want to start a war with the humans that we cannot win!

Adam: That's where you're wrong.

Sienna and Hazel focus on Adam who begins to advance toward Sienna while continuing to speak.

Adam: We can win a war against the humans. Not only because we have the support of Hazel's master, but because the Faunus are the dominant species of this planet. We're better than humans. We have everything humans have and more. Humans shouldn't just fear the Faunus, they should serve the Faunus.

Sienna: I've had enough of this conversation for tonight. Guards, take them away.

The guards remain stationary.

Sienna: I said, take them away!

Adam: I will admit, Sienna, you were right about my popularity. My followers in Vale already see me as the true High Leader. And many here in Mistral feel the same.

Four armed White Fang soldiers enter through the main doors and stop, pointing their weapons into the room as Sienna rises to her feet.

Hazel: What are you doing?

Adam: What's right for the Faunus. From this day forward, I will be the one to lead the White Fang.

Four more soldiers reveal themselves with their weapons drawn, two on each side of the room, as Sienna's guards point their weapons at her. Sienna quickly judges the situation, though taken by surprise. Her eyes narrow darkly.

Sienna: If you think I'll just step aside and follow beneath you, you're wrong.

As she turns toward him, Sienna almost got impaled by Adam's weapon. Time slowed down for a second. A sword sound and time flowed back to normal.

Adam: I know. (Sees Sienna didn't get impaled) What?!

Sienna sees a woman with light brown hair and orange eyes.

Sienna: Flora!

Flora: You know, Adam, you really had me fooled. I believed that you wanted to make peace, but no, you want all humans to be slaves for Faunuses.

Adam: You traitor!

Adam uses his Wilt to struck Flora, but gets deflect by his attacks.

Flora: You may have won this battle, but if you try to stop me, I will kick your ass next time we meet. You can count on it. Time Break!

Flora activated her Semblance slowing everything down and takes Sienna out of the base. Until they got out, time turned to normal. Adam looked everywhere for them but they were nowhere in the trace, then he growls in frustration. He clears his throat and tells the WF soldiers.

Hazel then proceeds to head towards the exit behind the group, making Adam shocked by his action.

Adam: Where the hell are you going?! I thought we've had an agreement!

Hazel: We do... but this is your problem... (looks over his shoulder, staring at Adam) ...fix it.

Adam: (growls lowly) Fine.

Hazel: When were you planning on telling me about that?

Adam: This was my business, not yours.

Hazel: It's our business now, and I don't appreciate you withholding things like that.

Adam: Your master was concerned with Sienna's willingness to cooperate. Now she doesn't have to be.

Hazel: Nobody needed to die today.

Hazel leaves the room as Adam sits down on the throne.

Adam: I... disagree.

The screen shows Flora and Sienna currently hiding in the forest.

Sienna: Flora, I don't know what to say?

Flora: You'll thank me later.

Sienna: But, how did you know I was in danger?

Flora: Call it a hunch, but I knew about what happened at Vale. It was Adam's fault, he took everything and destroyed Beacon.

Sienna: Even if we tried to convince him, nothing's gonna change his mind. I'll tell you what we're gonna do.

Flora: Are you thinking what I'm thinking?

Sienna: We're gonna kill Adam Taurus.

Flora: I was hoping you would say that, Sienna. We're killing that traitorous bastard once and for all. How are we gonna do that?

Sienna: I think I know who can help.

The cargo ship has crashed in a forest. Weiss is lying injured on the ground with clothes dirtied with Kyla being unconscious as two bandits approach them.

Weiss: Help us... please.

Bandit One: What do you think?

Raven approaches from offscreen to take a position between the two bandits and directly above Weiss.

Raven: I think...

Raven: we just hit the jackpot.

Weiss' face turns to one of concern as she looks up at Raven, who stomps on her face, causing her to lose consciousness and the scene to fade to black.

END OF PART 53