We resume our journey with the Grimm Dragon flying across the sky, passing Ruby and the airship she was on along with a flock of other flying Grimm.

A Griffon lands behind Ruby and she dodged out of the way of its claws just in time and quickly fights it, slashing right through it and killing it with a single strike. She stands there with her head down trying to collect herself until she feels like she's being watched and turns around to see Neo snapping a picture of her with her Scroll and sending it to Roman with the phrase "Guess who?" attached to the image.

Roman: Oh, you cannot be serious!

Taking the Scroll transmitting the control virus from the console, Roman turns and makes his way through the airship to get up to Neo and Ruby.

At Beacon, Blake takes a step back with a look of abject fear at Adam who watches her.

Adam: Running away again? Is this what you've become, my love? A coward?

Blake: Why are you doing this!

Adam: You and I were going to change the world, remember? We were destined to light the fires of revolution!

Adam then steps on a fallen student and looks at Blake with a smile before taking his katana out and holding it towards the student.

Adam: Let this be the spark.

Before she could skewer the student, Blake dives in and attack Adam. Clashing swords with him, Blake tells Adam plain and simple.

Blake: I'm...not..running!

Adam: You will...

Adam kicks Blake away from him and she falls to the floor before a Grimm comes in and charges at her but was shot dead by Adam.

Outside, everyone was fighting for their lives against the onslaught of hostile forces which was made worse with Atlas military robots joining the side of the enemy. They begin to lose ground as their numbers begin to dwindle due to the power of the Atlesian Knights using their massive build to tank hits form the students before dishing out hits that sent them flying back.

Their situation was made worse by the sudden appearance of demons in the area which only made the group more outnumbered and outmatched. The only ones who seemed to be doing any sort of damage were Weiss and Team JNPR as they had been told/taught how to deal with a threat like this by Vale's resident Devil Hunters, Team ODDS. They all cut down the demons that stood in their way and celebrated for a few seconds before they were assaulted upon by Atlas mechs that knock down the heavy hitters of the group, Yatsuhashi and Nora.

Neptune: Uh, this is bad!

Coco: Well, I guess now is a better time than any. Velvet!

Smiling at her leader, Velvet asks if it was really okay to use whatever Coco was hinting at and she nods, giving Velvet the okay to use whatever she's been working on all this time and watched with those who were nearby as Velvet walks up to three Atlas mechs undeterred by their massive stature.

Weiss: What are you doing? She's going to get hurt!

Coco smiles and tells Weiss to watch as Velvet holds her hand out and a light shines from behind her and a weapon appears in her hand. Crescent Rose. But this one was different as it was blue and clear like it was a physical blueprint of the weapon.

She then jumps into the air, dodging gunfire from one of the mechs and using the weapons as if she'd been using it for years, and cuts into the mech but doesn't destroy it. Velvet then switches weapons and takes a fencing stance as Weiss' weapon, Myrenaster appears in her hand and she attacks the mech, thrusting the blade into the front of the mech before creating some distance to switch to Yangs Ember Cecilia that she uses to shoot a few shots at the mech before ducking under its arms and switches to Blake's Gambol Shroud that she uses the rope to tie the legs of the mech up before swatting away the hand of the mech behind her before flinging the sheath into the face of the mech, making it spark as she had swapped to Coco's mini gun and begins to light up the mech with a endless volley of bullets as it make's its way towards her.

Velvet dodges the attack and uses multiple different weapons like Suns staff and Nora's hammer which she uses to smash off the arm of the mech she was fighting before standing on top of it and switches to another weapon which appears on her back that she removes and swings around, Rebellion. She backflips off the mech and cuts it in half with one swing before switching to Yamato. Before she could use it however, she was hit by a mech and was sent flying across the ground.

Coco: Velvet!!

Everyone with a gun begins to shoot at the mech while Weiss watches helplessly before her emotions begin to build up inside of her and her Aura begins to radiate from her body. But this was different, her usual white Aura was mixed with a black hue as her eyes dilate and she runs runs across the courtyard so fast that all the others saw of her was a blur.

Weiss then began to subconsciously use a glyph that appears behind her and she appears in front of Velvet, using her rapier to guard herself as the fist of the mech comes closer to her as she closes her eyes and waits for the impact of its fist.

She was shocked to find that the mech never even got to attack her as behind her sprouted an arm with a massive sword in its hand shot out from the glyph behind her, stabbing the arm of the mech and tears it off before it raises its sword up high and slices the mech in half. She looks at the arm, amazed that she could even do that before being taken out of her train of thought by Velvet snapping a photo of it.

The ground beneath them begins to shake as one more mech runs across to meet them.

Sun: You have got to be kidding me!

Everyone gets their weapons out for another hard fight with the mech as it prepares to run at them but was struck by a bolt of lightning that was joined with the sound of an electric guitar being played and everyone looks around for the source of the music before Weiss turns her head and sees Dante and Sapphire behind them with Dante playing on Nevan as fast as he could. He finishes with a loud riff that timed perfectly with the mech exploding into bits of molten scrap metal.

Dante: Wooh!! Thank you Beacon!

Sapphire:*sigh* Hey guys. What did we miss?

Back at the airship, Ruby was fighting with Neo who was only dodging Ruby's strikes before she allowed Ruby to shoot her as she used her semblance to disappear as the bullet impacts her which causes her to shatter like glass which reveals Roman behind her who fired a flare from his cane at Ruby which hits her and sends her back. Thankfully, Ruby stabs her scythe into the hull of the airship to stop herself from flying off it.

Roman steps up to her and looks down on her as he begins to taunt her.

Roman: Little red, little red. You are just determined to be the little hero of Vale, aren't you?

Ruby: What are you doing?! Without these ships, the Grimm will destroy everything!

Roman: That's the plan!

Roman points his cane at Ruby who hits it away from her as he pulls the trigger and gets up to fight both he and Neo as the Grimm swarm the skies.

Ruby: But why?! What do you get out of it?!

Roman: You're asking the wrong questions, Red! It's not what I have to gain, it's that I can't afford to lose!

Ruby rushes at Roman who leans to the side to let Neo jump over him and drop-kick Ruby in the chest, sending her flying back but it doesn't knock her down and she goes in for another attack on Neo who dodges Ruby's scythe swings before smacking her across the face and kicking her off her feet and hits her over to Roman who throws his cane at Ruby, bouncing off her face and returning to Roman who shoots Ruby with a flare that sends her careening off the edge of the ship.

She would have fallen if not for Crescent Rose being lodged into the side of the ship that she grabs onto and looks down frightened at the Grimm flying around the ship.

Roman: I may be a gambling man, but even I know there's some bets you just don't take..

Neo, extending the blade from the tip of her parasol, walks over to Ruby and points the blade at her while Roman monologues behind her.

Roman: Like it or not, the people that hired me are going to change the world. You can't stop 'em, I can't stop 'em.

As Roman talks, Ruby looks up at Neo and her eyes travel down her arm to her parasol and spots the button on the handle and gets an idea.

Roman: If you can't beat 'em-!

Ruby jumps up and presses the button on Neo's parasol which opens it up and causes Neo to be flung off the ship due to the high winds.

Roman: NEO!!

Ruby:*climbs up* I don't care..what you say! We WILL stop them! And I will stop you! BET ON THAT, PUNK!!!

Ruby uses her semblance to zig-zag across the airship towards Roman who fires a flare but catches it with his cane and uses it as a wide spread slash attack that hits her and puts her on her back.

Roman: You got spirit, Red! But this is the REAL WORLD!

Roman then knocked Ruby back down on her back as soon as she got up and began beating her with his cane.

Roman: The real world, is COLD! The real world doesn't care about spirit!

Ruby kicks out Romans leg and jumps to her feet before getting into a fighting stance.

Roman:*grunts* You wanna be a hero?! Then die like the rest of the Huntsmen in history!

He hits Ruby across the face, busting open her lip and sending her back to the ground.

Roman: And I'll do what I do best: Lie, cheat, and survive!!

As Roman goes for the killing blow, a Nevermore comes down and gobbles him up instantly before going to attack Ruby who jumps on its head, making its flight path straight into the airship which kills it but also causes the ship to begin losing altitude.

Ruby looks around and spots Crescent Rose, smirking at her weapon before running down the descending ship as it begins to explode. She grabs her weapon and jumps off the airship, skydiving down towards the ground, using the recoil from her sniper to slow her descent and landing safely on a roof of a building and watches the airship crash land in the city.

Inside the city, the fight raged on as Glynda and Qrow hold the line against the Grimm and Atlas Androids who surrounded Cardin Winchester. He would have been gunned down had it not been for Ironwood gunning down the androids group by group with one bullet.

Though he had some scratches and his uniform torn, revealing his entire right half of his body was robotic, he was okay.

Ironwood: This area is secure. We need t-

Qrow, his expression turning to one of anger, transforms his sword into its scythe form.

Ironwood: Qrow! This isn't my doing!!

Qrow charges at Ironwood who prepares himself to fight the angered huntsman, but was shocked when he jumps over him and cuts down a Griffon who had snuck up behind Ironwood, saving him.

Qrow:*scoff* You idiot. I know you didn't do this.

Glynda walks up behind Ironwood who was relieved that he wasn't the one who was bisected by Qrow.

Qrow: So what now, General?

Ironwood: Someone's done the impossible, taking control of MY machines. And that massive Grimm seems to be fixated on the school. Glynda, form up the local Huntsmen and establish a safe zone here in Vale. We need to evacuate Beacon. Qrow, I'm leaving that to you and my men. I still need to get to my ship.

The three look up and see the airship that was taken by Roman crashing into the city.

Qrow: Well it won't be much of a walk...

Demons begin to spawn in droves which prompts the three to get into combat stances but were shocked when a missile shoots right between them and impacts the group of demons, killing all of them.

They all look back to see Lady walking up to them with her rocket launcher smoking.

Ironwood: You. Again, you've saved me.

Lady: I saw you get shot down from the airship. Sadly, I'm not stupid enough to jump off an airship to se if you're okay.

Ironwood: Regardless, thank you.

Lady: Don't mention it. Now..

Lady reloads her rocket launcher before turning to face an oncoming horde of Grimm and Demons with the three veteran Huntsmen standing beside her.

Lady: Let's rock...

The four of them let out a battle cry as they run towards the horde together.

Back at Beacon, Yang runs up to Weiss who was taking a knee as she had been fighting all night.

Yang: Weiss! You're okay! Have you seen Ruby?

Weiss shakes her head as she took in deep breaths

Yang: What about Dom?

Weiss: He..crashed sometime ago. Obito ran to help him...

Yang: And Blake?

Weiss: She ran to find an Alpha. And some members of the White Fang.

Yang: Okay. You look for Ruby. I'll go get Blake.

Weiss:*pant* Got it....Hey..*pant* Is that Dominic's ascot?

Yang looks down at the ascot tied around her neck and tries to come up with an excuse that she couldn't think that wouldn't sound like a lie to Weiss.

Weiss: *pant* Forget it. Just..go!

Yang: R-Right!

Yang runs off leaving Weiss and the rest of her friends there to rest.

Weiss: About damn time they got together...

Ozpin, Jaune, and Pyrrha rush through the halls of a secret area inside of Beacon to which Jaune asks where they were.

Jaune: What is this?

Pyrrha: It's...a type of vault.

Jaune: You've...been here before?

Pyrrha said nothing and continued running as Jaune kept asking questions she couldn't answer.

Jaune: What would this school need to-

They stop running once they come up to a machine with two pods with a girl inside of one. Ozpin walks up to the controls of the machine while Pyrrha explains the situation with what little time they possibly have.

Pyrrha: Jaune-

Ozpin: Pyrrha. Get to the pod!

Pyrrha looks at Jaune, wanting to tell him everything that was going on, but had to do what Ozpin said as there was no time.

Ozpin: Mr. Arc. If you wish to help, then stand guard here.

Jaune nods and takes a defensive stance at the entrance of the room while Pyrrha and Ozpin get the pods ready.

Pyrrha: What do we do now?

Ozpin:*sigh* "We" do nothing.

The pod in front of Pyrrha opens up and she looks towards Ozpin who turns his head to her and explains her options.

Ozpin: You, Ms. Nikos, have a choice to make.

Pyrrha looks back at Jaune who looked as if he was ready to fight anything that came through those doors and sheds a tear before getting into the pod and watches as it closes and Ozpin types away on the keyboard of the machine.

Ozpin: Are you ready?

Pyrrha nodded her head in response to Ozpin's question but he wouldn't proceed unless he heard her say she was ready herself.

Pyrrha: Yes...

Ozpin: Thank you, Ms. Nikos...

Ozpin starts up the machine which raised the pod holding the woman inside of it and she begins to glow as something was extracted from her and transferred into Pyrrha who being to scream out in agony which catches Jaune's attention.

Jaune: Pyrrha!!

The young knight goes over to Ozpin's side as he looks at Pyrrha fearful for her well being as the process continues with Ozpin looking at the girl and says he's sorry to her.

Suddenly, an arrow goes through the glass of the pod the girl was in, piercing her chest and interrupts the process as she slowly begins to die.

Both Ozpin and Jaune turn around to see Cinder with a bow in hand standing in the hallway with Blair next to her as both of them smirk at the two shocked men.

Dominic gasps for air and sits up suddenly as Obito was knelt beside him along with Dante and Sapphire.

Obito: You're alive!!

Sapphire: Sadly.

Dante let's out a short laugh at Sapphire's comment whereas Obito rolls his eyes and helps Dominic up to his feet.

Dominic: Thank you. *gasp* Ruby!

Obito: You know where she is? Tell me!! Is she okay?!

Dominic: The last I saw her...she was..saying she had to get to that airship. That was before Bludgeon and I....

Sapphire: Don't worry, we'll find her. But first, we need to get everyone out of here before someone else gets hurt or killed.

Weiss: Sapphire!!

Team ODDS turns their attention to Weiss who was running up to them with the rest of the other students who were defending Beacon. Giving her a smile and a wave, Sapphire and the rest of his team didn't see a purple beam glide across the ground in front of the students before an explosion erupted from the ground, shocking them all.

Sapphire:*gasp* WEISS!!!

Obito: Look!

Obito points up in the sky to a small dot that became bigger. Bludgeon let out a laugh as he floated down a few meters away from the four boys and crossed his arms.

Sapphire: You....

Sapphire spoke with venom in his voice as it looked like he was about to attack Bludgeon like a wild animal but kept his composure as best he could.

Dante: So...this is the Bonehead you told us about.

Obito: Yeah...

Obito gulps and puts a hand on his chest. Though there was no scar thanks to Dominic, the feeling of Bludgeon's cold sword going through his chest as well as the cold feeling of dying never left his mind.

Obito: That's him...

Dominic: Why? Why are you here now? And...why are you working with her?!

Bludgeon:*smirks* My boy, there are far darker forces at play here. They have their mission, I have mine. To bring you in. Warm or cold, it doesn't matter. You are so much more important than you realize, my student!

Dante: Why's that? Who's this mystery person that wants a piece of my bro? Cause he's already spoken for so...

Bludgeon:*scoff* Fools. Don't you understand what you are? Your existence is a contradiction to everything that makes sense in this world!

Sapphire: You're talking nonsense! And I'm tired of listening to it!!

Sapphire is the first to rush in towards Bludgeon followed by the rest of Team ODDS who surround Bludgeon and begin fighting him but he dodges and blocks all of their attacks before shouting as his Aura spikes and they were all hit with heavy blows that knocked them all away from him.

Dante:*groan* What the...?

Sapphire: That...can't be.

Obito: He's...so much stronger than before. How?

Bludgeon: MWAHAHAHA!! Fools! Your father, he had the power to take one's concept. Essentially, he could strip away what made you who you are. He did so to the seven demons that once guarded Temen-Ni-Gru. And seeing you now, that power was passed on to you both.

Dominic:*growl* Rrrh! Get to the point!

Bludgeon: Ha! I was given a very powerful concept upon my creation. War. I was spawned from conflict. Conflict fuels me, makes me stronger. And I will grow stronger forever as humans will continue to fight each other forever. Don't you see? I grow stronger with each and every point of conflict. But do you know why I truly despise you? It's because you believe you can actually save them? That just like your father, you see something in these...insects. They are not worth saving, boys. Which is why I'm here to extend my hand to you one final time. Join us. Join me, my student. And together we can build a world where you are treated as you deserve! You two...you will be gods! You will be given every desire you wish for! What you are...you will be the most powerful beings that will ever exist!!

Obito: They won't join you! They'd rather die than be apart of your madness!

Bludgeon:*growls* You! Stupid boy! I've just had about enough of you speaking! Humans should learn their place and die!!!

Bludgeon points his hand at Obito and fired a blast at Obito who covered his eyes with his arm as it made its way towards him. Dante jumps in front of his leader and takes the blast head on.

Once the dust clears, Dante's body was coated in a red glow and he smirks a fanged grin at Bludgeon before grabbing Rebellion off his back and swinging it at Bludgeon who dodges the wave of energy that came out of the blade and watched as it travels out of the city and explodes into the mountains outside of Vale.

Bludgeon: Don't you see? Your power is too great. They'll never understand. Not even you understand what you are.

Dominic: What are you saying?

Bludgeon: Long ago, when demons ruled this world, we feasted on the humans not only for sustenance, but for the power granted to us from their blood. Your blood is constantly flowing, feeding the demonic parts of your being making you stronger. That is why I trained you, boy. I knew exactly what you were and wanted you as my pupil. But you disappointed me when you couldn't kill those who wronged you. That succubus took everything from you and after all I taught you, you still couldn't do anything against her power.

Dominic: I was a child!

Bludgeon: And yet your power alone could rival any high tier demon! Now...I'd wager you could kill Mundus if you fought him. But you won't get the chance to do so. To get to him, you'd have to kill me. But if your father could not do so, how could you possibly hope to succeed where he failed?

Team ODDS stands together side by side and they all draw their weapons out with Bludgeon doing the same.

Obito: You guys ready?

Dominic:*nods*

Dante: Oh yeah!

Sapphire: Let's kill him properly...

Bludgeon: Okay...let's dance!

The four charge Bludgeon who blocks the first strike made by Dante with Rebellion as Obito and Sapphire both jumped in the air to rain down fire and ice attacks at Bludgeon's back while Dominic speeds towards Bludgeon from the side. The samurai demon smirks and kicks Dante away before leaning backwards and opening his mouth to fire a blast at the attacks thrown at him before using his arm to block Dominic's sword before using that momentum to toss him over his shoulder.

Bludgeon then sheathes his sword and dashes towards Obito and Sapphire so fast that due to his feet sliding across the floor, the friction caused a line of flames to follow him. The two jumped out of Bludgeon's reach before Obito blew out a ball of fire while Sapphire used Cerberus to send a wave of ice that Bludgeon flies over to dodge but was unable to dodge Dante who had transformed into his Devil Trigger to get above him and grabs Bludgeon and Izuna Drops him to the ground before flying back up and blasting Bludgeon with a consecutive energy blast volley that creates a cloud of dust upon impact.

Once the dust clears, Bludgeon stands tall with only minor scratches on his armor. He then turns around suddenly to block Dominic's sword from cleaving his head from his neck. The two then clash blades a few times before Dominic flips over Bludgeon to avoid a sword slash as Sapphire tosses Cerberus at Bludgeon who catches the weapon only for it to defend itself and create ice shards that stabbed through Bludgeon's hand.

Bludgeon: Gaaah!! Damn mutt!!

Bludgeon's feet were then encased in ice by Sapphire using his powers while Obito tied Bludgeon up with all of his steel wire and pulls on it with Dominic's help, trapping Bludgeon. Dante lands outside of the crater Bludgeon was in and brandished Rebellion, ready to end Bludgeon then and there.

Inside of the burning halls of Beacon, Adam was shouting at Blake who was on the floor holding her side.

Adam: This could have been OUR day! Can't you see that?!

Blake: I never wanted THIS! I wanted equality! I wanted peace!!

Blake takes a shot at Adam who blocks the bullets with his sword that glows red along with his hair

Adam: What you want is IMPOSSIBLE!!

He then slaps her across the face, sending her to the floor.

Adam: But I understand. Because all I want...is you, Blake.

Blake: Never..I belong..to another!

Adam: What?! Some..human..has taken you from me?!

Blake: No...he's not just some human. He's the man I truly love. He doesn't manipulate my feelings. He makes me smile. He's there for me whenever I need him, and so am I whenever he needs me.

Adam: Liar!!

Blake: He and the rest of my friends will stop this madness. Stop you. And I will give him EVERYTHING you could never give to me-!

Adam roars and stabs his sword into Blake's side, causing her to scream out in pain which catches the attention of Yang who had been looking for her.

Yang: Get away from her!!

Adam sheathes his sword as Blake tries to warn Yang but couldn't stop her even if she could and was forced to watch Yang charge Adam, letting out a rage filled war cry before Adam draws his sword, cutting Yangs arm off.

Outside, Blake's scream reaches the ears of Dante who stops in his tracks and looks towards Beacon with eyes wide open full of fear.

Sapphire:*grunt* Dante! What are you waiting for?! Kill him!!

Without saying anything, Dante runs away from the battle towards Beacon leaving his team and brother alone.

Obito: D-Dante?

Bludgeon roars and breaks free from his metal bindings before aiming his hand at Sapphire but was hit in the back by one of Dominic's summoned swords which made him turn to his former student and his young leader who charge at Bludgeon but were swiftly knocked away with a single backhand.

Sapphire shouts and jumps onto Bludgeon's back and grabs him by the neck in an attempt to freeze his head solid but Bludgeon grabs his arms and slams him over his head and onto the ground before stomping him out.

Dominic: BLUDGEON!!

Dominic runs in with Force Edge and swings the sword wildly at Bludgeon who takes advantage of his student's unfocused mood and disarms him of the sword before grabbing his right arm and breaks it, making him cry out in pain before Bludgeon digs his fist into his students gut and charges a blast that goes through Dominic's back and sends him flying away.

Bludgeon then teleport to Dominic and grabs him by the neck and slams him into a stone pillar multiple times before breaking it and using the piece as a club to beat him senseless into the ground.

Obito, injured but alive, looks up and watches Bludgeon beating Dominic with the pillar. His anger boils to the point where his Sharingan activates on its own and he was about to get up but stops when he spots the Force Edge on the ground.

Bludgeon tosses aside the bloody pillar he used and looks down at his once student with a look of disappointment at what he had become after all these years.

Bludgeon: And you call yourself his son. Sparda would be ashamed..

Obito, with the Force Edge in hand, runs up a piece of rubble and jumps off it, raising the sword above his head ready to stab Bludgeon with it.

Suddenly, Bludgeon turns around and stabs Obito through the chest with his sword. Catching him right before he could do anything to him.

Obito: GUACK!!

Obito spat out blood and drops the Force Edge on the floor while Dominic weakly looked up at him in horror as Bludgeon looked at Obito disgusted by his foolish decision to try and help Dominic.

Bludgeon: Never in a million lifetimes could you even hope to hold a candle to a demon like me, insect.

Dominic: Obito...

Obito, dying, looks at Dominic with a blood filled smile and gives him a soft goodbye.

Obito: Dominic....I'm...glad I met you...my best friend...

Dominic: No!! Bludgeon!! Please! Please!! Please! Let him go!!

Bludgeon: I'm tired of you disappointing me, boy!!

Bludgeon dug his sword deeper into Obito who lets out one final scream before his body goes limp and the light from his eyes fades with his Sharingan disappearing leaving his eyes open with a dead stare.

Bludgeon then tosses Obito's body towards Dominic who looks at him with eyes filled with tears as Obito, his best friend, the only one who had sat down and asked him if he was okay, was now dead. Another loved one he was too weak to save...

Dominic fist clenched tight and his teeth grit and he struggled to let out a word until he let out a cry as tears fell from his eyes down his cheeks.

Bludgeon: Pathetic...

Inside Beacon, Blake looks at Adam with hate in her eyes as he held Yangs unconscious body in her arms.

Adam: Why must you hurt me, Blake?

Adam goes to cut down his former lover but a gunshot rang out and Adam dropped to one knee and held his arm but noticed that he couldn't feel most of it and looked down to see his own arm on the floor with it still clutching his sword. Blake's eyes widen and she looks behind Adam to see Dante standing in a hole in the wall with a smoking gun in his hand. Only...Adam didn't see a man. All he saw was a black shadow with a pair of piercing red eyes being the only thing he could make out. And those eyes looked directly at Adam.

Blake: Dante...

Adam grunts and holds his dismembered arm tightly to stop himself from bleeding out with his legs shaking at the death stare Dante was giving him.

Adam: What....what are you?

Dante says no words and let's put an animalistic roar before charging at Adam with Rebellion held tightly in his hand.

To be concluded...