72

Chapter 72: Expect the Plan to Go off the Rails, Part I

The chaos was instant. At the sound of the Lieutenant's yell, the sounds of angry screams, flying lead, and clashing steel filled the station. Through the smoke and dust of the flaming locomotive, the White Fang and Branwen Clan threw themselves at each other with wild abandon. Within seconds, there was a brawl at every corner of the station, as one side tried to subdue or slay the other.

Taurus snarled as his blow was blocked by Raven's katana, the dark woman sneering at him. He reared back for another strike, but Raven was already moving, shifting her weight to catch the second blow. They clashed once, twice, three more times in a flurry of strikes. But when he went for a fourth…

"Rae, down!"

Raven instantly dropped out of the way of his swing, his blade skimming her hair, leaving Adam completely open as he found Torchwick's cane pointed at his face.

Taurus flinched hard, but not fast enough. Torchwick fired, the end of his cane flaming. Taurus yelled as the bullet struck his mask in a glancing blow just above his brow, the porcelain around his right eye shattering.

His eye exposed, Taurus couldn't help but squint at the sudden change to his vision. It wasn't even a second that he blinked, stumbling back a step, before a flash of yellow filled his vision, and he felt a fist bury itself in his stomach.

The fist didn't remove itself as Taurus found himself moving backward, crashing into and tumbling over the railing behind him. It still didn't move as he felt himself falling, vaguely hearing Blake yell out in panic, "Yang!"

Taurus snarled. He twisted in mid-air, slamming his elbow into the head of the blonde girl driving him towards the ground. She yelped as she was shoved away, the two of them crashing to the smoke-filled ground a floor below. They both reached their feet at the same moment, not even six feet from each other.

"So…" Taurus said through a snarl, bringing up his blade. "I have you and your sister to blame for this debacle, twice over." He glanced up at the scythe-wielder looking down at them, gritting his teeth when he noticed his Lieutenant's chainsaw being paired by Qrow's sword as the Faunus tried to follow after his leader.

Furthering his annoyance was Yang's lack of response, the girl merely staring him down through narrowed eyes.

"Oh, come on," Taurus called mockingly. "I thought you were the brash loud one. No jokes for me? No quips or comments?"

Yang just kept staring, not even reacting to the chaos around them or her sister and teammates beginning their own fights on the upper level. When she finally spoke, her words were less an answer than a statement of fact.

"You hurt Blake."

She brought her fists up into a boxer's stance. Her hair erupted into flames, her eyes burning a furious red.

"You're going down."

Above the station, General Ironwood held the grip of his revolver, looking over the men and women under his command.

Once Team RWBY had descended into the station, Ironwood had called for his men to mobilize, first by covertly checking the surrounding rooftops for any White Fang watching from above. A wise suggestion from Ilia, given that they'd caught no less than five Faunus keeping watch on the station entrance. Once they were sure they wouldn't tip off the White Fang gathered underground, Ironwood's forces moved in.

The average citizens of Vale would be forgiven, and accurate, in assuming the street was the location of some massive crime scene, given the sheer number of police and Atlassian military vehicles blocking off every entrance to the area. A coalition of his own soldiers, Ozpin's Hunters, and police volunteers milled around, organized by Winter and his other Specialists into specialized groups. Their hope was to round up any White Fang trying to escape the station once the trap was sprung, backing up the Branwen tribe within and cutting off any potential reinforcements that the Fang may call.

Ironwood had listened in on the meeting with Taurus through a bug Torchwick had on his person, as had Winter and Penny, the android standing at the ready by his side. Once it was clear that Taurus wouldn't go quietly, the General called for his forces to get ready to charge.

Then came Taurus's smug, ominous warning, followed by an increasing tremor deep in the ground.

The street exploded into debris as a boxcar was forced through the pavement, the suddenness of the engine's crash sending the still-speeding freight train hurtling upwards. Soldiers and Hunters scrambled as the very ground beneath their feet started to crumble. Ironwood himself was taken by surprise as a boxcar rose up right in front of him, only able to throw his arms up as it came crashing back down.

He was spared from being crushed by someone grasping him by the back of his jacket and jerking him back at ludicrous speed. He braced his legs to stay upright as he came to a stop, the freight car landing right where he'd been standing seconds ago. He turned to find Penny at his side, swords circling around them as she hovered a few inches off the ground, her jetpack humming.

"Sir," she said in her respectful, determined tone. Though she spoke to him, her eyes were solely on the gaping hole forming in what used to be a city street. "I request permission to assist Team RWBY."

Ironwood would wonder at a later date about how Penny specified 'Team RWBY' rather than the whole infiltration team, but didn't hesitate in saying, "Permission granted."

Penny gave only a stiff nod before her jets blazed, the young android soaring into the smoke and debris, vanishing into the depths below.

Ironwood scowled as he took in the scene before him. The train had finished its titanic crash, reducing the street to a still-collapsing mound of freight cars and rubble. Cop cars and military vehicles continued to slide into the growing pit as the officers gathered a safe distance away, some carrying wounded comrades as they ran.

Winter suddenly appeared at his side, now sporting a fresh bruise across her forehead, a few strands of silver hair escaping her bun. "Specialist, are you okay?"

Winter simply nodded back, her eyes cold. "I'll manage." She glowered at the mess before them. "It would seem we still managed to underestimate the extent of Taurus's ambitions."

Ironwood hummed in response. "We have to move up our timeframe. Too much could go wrong in this chaos. Gather any uninjured forces and lead them in… to…"

He trailed off as he registered a new noise among the chaotic cacophony: something of an electric hum, combined with scraping metal.

The General and Specialist's attention snapped towards the source of the sound. With the bedlam and debris surrounding the air, it took precious seconds to find it, and even longer to discern what they were looking at. The rubble of the street was shifting, like something from below was making its way to the surface. All around them, soldiers were pulling weapons as they too noticed the disturbance.

Suddenly, a much louder clang of metal on metal stole everyone's focus. As one, the Vale forces turned towards one of the upturned boxcars. The dented body of brown metal was shaking and shuddering, rocking back and forth with increasing intensity.

Winter's eyes narrowed. "What in the world…?"

Without warning, the shaking stopped, the boxcar going still. The shattered street fell eerily silent, the forces waiting with bated breath for something to happen. When nothing happened after a few moments, a few brave Hunters started slowly edging towards the freight car…

SKKRRREEEEE!

The ear-tearing screech of tearing metal shattered the quiet as the boxcar was ripped apart from the inside out. Men scattered so as not to be hit by the metallic slabs flying every which way as a large, vaguely humanoid shape clawed its way out of its metallic prison.

The once gleaming white of Atlas had dulled, now streaked with red and black, giving the metallic being an almost Grimm appearance. Nearly two stories tall, it stood on thick digitigrade legs ending in thin, four-toed feet. Its arms were nearly as thick as its torso, cannon barrels fitted where hands should be. An insectoid-like head sat at its middle between massive shoulders, beady red optics glowing brightly. Across its forehead was a familiar image in red paint, a ferocious wolf-like creature over three ragged slashes.

Even as Ironwood pulled his revolver, more rumbling started up and down the street. More boxcars were moving, mechanical limbs tearing their way free, bullets bouncing harmlessly off their armor as the Atlassian forces opened fire at the White Fang's mechs. Some were prototypes, some were more advanced models, but all bore the paint and markings of Taurus's White Fang.

As Winter drew her blade, she let out a strained huff. "Well… it seems we've found our missing equipment."

Ironwood's look of mild shock was quickly replaced with professional determination. "Attention!" he called out into his communicator. "Light forces, into the station to support the infiltration team. Heavy forces and Hunters…" Ironwood clicked off the safety on his revolver, pointing it at the nearest mech. "Engage!"

Ironwood charged at the mech, Winter at his side. The mech instantly zeroed in on them, bringing its guns to bear.

Just as Winter brought up a glyph to block the mech's gunfire and Ironwood began to return fire, the two Atlassian soldiers locked eyes. They both knew the other's thoughts: if this was happening up top… what were their allies below dealing with?

Raven was already in a bad mood before their botched ambush had even begun.

She let her daughters voluntarily walk into a trap meant to kill them. She had to stand back as they were talked down to by their would-be murder, practically standing at the bastard's side. She had to watch as they faced a literal firing squad, watch as bullets tore through Ruby and Yang's body's, illusion be damned. And she had to do it all while dressed up as one of Roman's cronies.

She was already burning with fury when the freight train ripped through the station.

So when the Paladins started popping out of the fright cars?

Now she was just pissed.

She snarled as she ducked out of the way of a sword slash, answering back with a sharp kick to the back when she ducked under the White Fang member's arm. The Faunus let out a high pitched shriek as he was sent tumbling over the railing. Just as he was about to fall face-first onto the floor below, Raven threw out her hand. Red clouds enveloped the man right before he slammed down...

... onto the gleaming polished floor.

The Faunus blinked dumbly at the massive room he now found himself in. Everything was the same collection of white, black, and chrome, with arched ceilings and numerous doorways every few feet.

He looked directly up at the sound of a thunderclap, just in time to see the fading red wisps of the portal he'd fallen through. Before he could get out of his stupor of pain and confusion…

"Sorry, pal!"

Someone grabbed him by the back of his shirt and threw him through one of the doorways.

The Faunus slammed into the back wall of the tiny room, dazedly looking up just in time to see a large man with short blond hair slam his hand down next to the doorframe, causing a glowing blue forcefield to fill the open space.

Taiyang let out a long sigh as he looked at the man he'd just locked up. He looked over, blinking at the Atlassian soldiers ringing around the room giving him bemused looks.

"What?" he asked with a shrug.

"I believe they're rather stunned at your team's unique brand of teamwork."

Taiyang looked to the woman by his side. Kali had an odd look on her face, like she wanted to smile at his antics, but couldn't bring herself to as she stared at the captured White Fang before her. Zwei sat dutifully at her heels, his ears pinned back slightly as he too looked at the Faunus, who was only just starting to realize he was trapped.

Taiyang offered her a grin anyway. "One of me and Raven's first combination attacks. She portals them in, I knock them out."

Kali nodded. "It's effective, I must say."

She didn't sound particularly happy, and given the entire situation, Taiyang couldn't really blame her. He had no time to dwell on it, though, as another one of Raven's portals opened up just above him.

"What did you do to-gah!"

Raven cut the Faunus's enraged screaming short by tripping her into another portal, snapping it shut as soon as the girl was fully through.

Two down. About seven dozen to go.

Raven felt like yelling herself as she was sent rolling away from a new burst of gunfire.

This was not how she liked to handle things.

She liked a good fight as much as the next Hunter, of course. But she preferred acting from the shadows. Getting all her information first, planning out every little detail so everything went perfectly. More times than not, her goal was not the success of the mission. If that happened, perfect. But at the end of the day, all Raven really cared about was that everyone made it to the end of the day.

And currently, she wasn't sure that was going to happen.

She didn't even have anyone to blame. Roman, Ilia, and Blake had spent days going over every bit of information they had, doubling back on their own knowledge time after time so as not to miss a single thing available to them. Ghira, Ironwood, and Ozpin… yes, even Ozpin, took every bit of information given to them and actually used it, no matter how important or inconsequential. She, Qrow, and Taiyang offered their two cents, the RWBY's chipped in where they could, the Beacon staff did as much as time allowed; They all did everything they could with everything they had to be prepared for anything that might happen.

It just wasn't enough.

Raven couldn't help but snort even as she shoved back against the halberd she was parrying. Story of my life.

"Rae, move!"

Out of the corner of her eye, Raven saw Roman struggling with a White Fang, blocking the Faunus's axe strike with his cane. His attention wasn't on his opponent, though. It was on something directly behind her.

Raven heard the cannons fire before she saw them, instinctually dropping through a portal at her feet. She reappeared directly above Roman's opponent, kicking the man across his masked face and sending him tumbling through a portal. She looked up as she landed, just in time to see the spot she had just been at be reduced to rubble by a Paladin's guns.

Before Roman could quip his thanks to her, Raven fixed the conman with a hard stare. "You failed to mention the war machines."

Roman gave her a genuine scowl. "Hey, don't go blaming this on me! How was I supposed to know Bully Boy would throw a freight train full of mechs at us?" He grit his teeth as he raised his cane up, firing at a White Fang who was about to stab Neo in the back as she focused on her own fight. He saw Raven swing at something behind him, putting the two of them back to back. "I knew the kid lost it, but I didn't think he was this bad. Cinder needed those mechs for her whole endgame plan. Hell, she needed the White Fang too, and Taurus burned the whole group with this little revenge scheme. Matchstick's going to go apocalyptic."

Raven grunted as she shoved back another would-be death blow. "Leave it for later, Roman. You had one of those mechs, right? How do we take them down?"

"You mean other than having your kid superhero punch their heads off?" Roman ducked under an ax swing, elbowing its Faunus wielder in the stomach before smacking them in the head with his cane. "Hitting the joints in the limbs is your best bet. They take too much damage and they'll either lock up or fall apart. There's a spot in the small of their backs that'll let you hit the power core, but it's one hell of a small target."

"That all?"

"Short of one of your guys bringing an EMP."

Raven sighed. "Fantastic," she drawled. Movement in the corner of her eye drew her attention downward, towards where Taurus and the RWBY's were...

Raven felt her stomach drop. "Oh, no," she breathed.

Roman spared a glance towards where she was looking. His eyes widened, before narrowing. "Go." Without even looking at her, Roman reached behind his back and pulled out something from beneath his coat. With a series of clicks and whirs, a drum-fed machine gun unfolded into Roman's hands. The former criminal gave a feral grin. "Me and Valentine have some catching up to do anyway."

Raven was already running. Out of the corner of her eye, she saw Ghira throwing attacking White Fang around as they tried to leap at him, his claws extended as he gave them warning swipes. Ilia stood at his back, her blade crackling with electricity as she kept the White Fang off the Chief's back. Just a little bit away from them, she saw her brother locked up with Taurus's lieutenant. "Qrow!"

Blocking another slash, Qrow looked over towards his sister. Just a single look towards where she was running made him abandon his fight with Taurus's Lieutenant, parrying his chainsaw strike with a parting sword slash, sending the man stumbling in the opposite direction to where Qrow was running. With his opponent apparently fleeing, the lieutenant turned to go after Ghira, only to be met with the barrel of Black Valentine.

"Hey, Tag-Along."

Having reappeared with her parasol at the ready, Neo grinned menacingly at Roman's side. Roman smirked, his finger tense on Valentine's trigger.

"Wanna see a massacre?"

Ilia wasn't quite sure how she ended up in this position. Her goal at the beginning was to simply take out as many White Fang as she could while defending Chief Ghira. That was her role, given to her by Blake herself: Keep the Chief safe.

So how did she end up parrying strikes from Adam's Lieutenant?

It had happened in a flash. One moment, she was at the Chief's back, blocking sword strikes and dodging bullets as Raven's people returned fire.

The next, everyone was sent scrambling for cover as Torchwick opened fire with his Tommy gun.

To his credit, he was obviously aiming only for the White Fang. But the weapon's spray was so vast that both she and the Chief had to jump out of the way to avoid any stray bullets.

If Torchwick felt any remorse for nearly hitting his allies, he didn't show it. He just slowly panned his arm towards the retreating Fang, a mad gleam in his eyes as he cackled.

"Aww, why you running? I just wanted to show off a bit!"

Ilia narrowed her eyes at the man as she picked herself off the ground. At Torchwick's side, Neo caught her stare, offering a sheepish grin and shrug. She bobbed her head towards Torchwick as if to say 'Eh, what can you do?', before throwing herself at a couple of White Fang trying to advance on Torchwick from the back.

Ilia rolled her eyes, before turning back to the task at hand. "Chief, are you all-?"

RRRRRRWWWRR!

Ilia dived out of the way as a chainsaw blade sliced right through where her head previously was. She rolled back to her feet, finding Taurus's Lieutenant already advancing on her, chainsaw revved and ready.

The chameleon Faunus threw her arm up to catch his swipe with her blade, regretting it instantly as the spinning chain nearly ripped her sword right out of her hand. She managed to just hold onto it, but the Lieutenant was already attacking again.

Ilia dodged, bending out of the way of the blade as it missed her by a mere inch. This continued, over and over, Ilia barely staying out of the chainsaw's reach as she was forced back, the railing drawing nearer by the second.

"Stop dodging!" The Lieutenant snarled mid-swing. "Fight like you have some shred of self-respect left!"

Now at the railing, Ilia had to dive sideways to avoid the Lieutenant's next swing. The chain skimmed her hair, colliding with the railing in a shower of sparks as the rusted metal was ripped asunder.

As Ilia leapt to her feet, she gave a snarl of her own. "You dare talk to me about self-respect when you follow a murderer like Adam?"

She lunged at the man in his brief distraction, but he managed to duck under her blade and retaliate with a sharp elbow, sending Ilia scrambling back. The Lieutenant snorted dismissively, heaving his chainsaw. "We all have blood on our hands, Ilia. Even you." She could just feel the man smirk at her flinch. "A necessary evil needed to bring about the honor and respect we deserve. You understood that once. You had Adam's trust, more so than most. He helped you."

"Adam used me." Ilia put all the bite she had into her words, hoping beyond hope that some of the White Fang circling around her were actually listening. "He's used all of us! He doesn't want what's best for Faunuskind! He doesn't care about honor or respect. He just wants to spread death and destruction, killing whoever is in his way."

The Lieutenant raised his chainsaw, his voice rising in intensity. "Adam is going to put our kind where they rightfully belong! High above Atlas and the Schnees, above every human who's ever looked down with us. And if you want to stand in the way of that…"

The Lieutenant suddenly aimed low, forcing Ilia to jump over his swing. Before she could land, he jerked up on the chainsaw, aiming to cut her in half. Out of sheer panic, Ilia twisted her body in midair, swinging her blade wildly to block it. In a shower of sparks, her blade deflected his blow, the revving teeth of the chainsaw missing her by a hair's width. Her balance ruined, she landed in a harsh kneel at the edge of the platform, her back to the Lieutenant.

"... then you can fall along with the human race, all the way to the bottom!"

With a harsh snarl, the Lieutenant kicked Ilia in the small of her back. Blindsided, Ilia tumbled over the edge to the floor below, her head cracking painfully against the concrete.

Trying to push past the blinding pain, Ilia forced herself up, still gripping her sword as she kneeled where she'd fallen. Before she could get her bearings, however, a large shadow fell over her. Looking up, she saw the massive foot of a paladin coming right down on top of her.

Ilia didn't bother screaming. Faced with the suddenness of the overwhelming force directly above her, she froze, only able to stare in horror at the coming blow. By the time her body decided to respond to her screaming mind, all she could do was force her eyes shut, throwing her arms over her head in desperation.

The Paladin's foot came down with thunderous impact, the vibrations of which was lost among the dozens of identical actions happening all around.

Ilia heard the impact of the stomp. She felt the blow shake the ground around her.

Yet… she wasn't dead.

As soon as this thought registered and didn't seem to be negated in the following seconds, Ilia slowly opened her eyes, peeking shakily up through her arms. Her shoulders went limp at the sight before her.

The Paladin struggled to force its foot down, but was unable to budge against the thin, pale hands pressed against its steel plating. A small, thin form was wedged between the Paladin's foot and the floor right over her, the concrete cracking all around them as the mech increased its pressure. They wore a battledress of brown and cream, light orange hair topped with a pink bow. All around them, a number of black and green swords hovered protectively in the air. When the figure looked down, Ilia was met with the brightest green eyes she'd ever seen.

"I'm sorry for taking so long. Ruby and her team seem to have their situation handled for the moment, and you appeared in need of assistance. Are you uninjured, Friend-Ilia?" Penny asked, not a hint of strain in her bright voice, despite the several tons of mech pressing down on her.

Ilia stared at the android in open awe, words failing her. "I-I…" Without meaning to, her scales slowly started to gain a pinkish tint.

Penny frowned. "Friend-Ilia? A quick response will be gratefully appreciated. While I could do this all day, I don't think current circumstances will allow me the opportunity."

The sudden rush of professional speech jolted Ilia out of her stupor, her skin going back to normal before it truly got a chance to change. She went to give Penny a response, when she caught movement from just behind the girl. "Watch out!"

Ducking under Penny's arm, Ilia brought her blade up just in time to block the incoming sword slash aimed at the Android's head. Gritting her teeth, she shoved the White Fang back, sending him stumbling. She cursed lightly as she found a group of White Fang now surrounding her and Penny, all with swords and guns drawn, though several seemed rather busy gawking at the synthetic girl's strength.

Ilia backed up a step, inadvertently pressing her back to Penny's, the metallic groan of protesting servos right above her head. "Any ideas?" she asked the girl, her eyes darting quickly from Fang to Fang.

Looking over her shoulder, Penny gave her a smile that was just a bit too cheerful for the situation. "As a matter of fact, yes… you may want to duck."

Ilia looked back in her alarm, just as one of the braver White Fang charged forward, swinging a halberd at them. She frantically tried to turn back around, but one of Penny's swords had already swept up seemingly of its own accord to parry the White Fang's strike. The Faunus let out a yelp of surprise as the disembodied sword batted him away with the flat of its blade, his fox ears pinning back. Before he and his allies could retaliate, Penny's sword suddenly pointed at him tip first, her other dozen or so doing the same with other targets. They had a full second to wonder what was happening when the tips of each blade began to glow neon green.

Despite not having one of the blades pointed at her, Ilia felt a chill of dread form in her stomach when she realized what was about to happen.

Rays of green light burst out the tip of each blade, lancing out through the smoke, painting the nearby area with an eerie glow. The White Fang didn't even get a chance to flinch, the beams of light moving far too fast for them to react. Ilia watched as the beams hit them all square in the chest, sending the White Fang flying back, shrieking in fright and pain. They landed hard on the ground, smoke rising from their chests where the beams connected.

Ilia stared at the fallen Fangs with open shock. "You… you just…"

"They are alive."

Penny's words were so sudden and sure that they jolted Ilia out of her mounting panic. Her head snapped towards the android. Penny met her gaze with a reassuring smile, showing no strain from the Paladin that was still trying to crush her.

"They… they are?" Ilia found that rather hard to believe. She wasn't sure what exactly Penny's lasers were made of, but they sure looked pretty fatal…

As if reading her thoughts, Penny just smiled even brighter. "All targets are alive. I kept my energy lances as minimum power. They may have bruises and minor burns, but nothing life-threatening." She paused for a moment, her expression becoming more subdued, her voice becoming softer. "I have yet to take a life since my creation. I would like for that to remain true as long as possible."

Ilia blinked at the synthetic girl, her brow furrowing thoughtfully. "That's… good," she said after a moment.

Penny's face lit back up instantly, beaming at her. "Thank you! Now, Friend-Ilia…" Her smile vanished in an instant, replaced with a determined expression. "Please step back."

Ilia jolted at the sudden order, but became acutely aware of how Penny's blades were drawing closer to their owner. She quickly backed away out from under the Paladin's foot, looking up at it again, appreciating even more how much it dwarfed the girl currently holding up its weight.

Penny closed her eyes, and her swords crowded around her in a ring. They all pointed straight up at the foot of the Paladin. Their tips started to glow, brighter than they had before. The light built and built, to the point that both White Fang and Branwen Clan were pausing their own brawls to see what was lighting up the station. A low tone started to come from blades, quickly growing into a high-pitched whine.

Suddenly, Penny opened her eyes. Ilia couldn't help but gasp. Penny's eyes were glowing like twin green suns, pale blue text flashing across her irises too fast for any organic being to hope to process. With the blades glowing their brightest and giving off an almost painfully high whine, her head dipped back.

Over the whine of the blades, Ilia was just close enough to hear Penny calmly and carefully say two words:

"Starburst Cannon."

Penny's blades fired as one, fourteen rays of light converging into a single beam, the shockwave of their firing dispersing the smoke and dust in the station in an instant. The beam hit the bottom of the Paladin's foot, and for a moment, Ilia thought that Penny's beam was just for show. Despite clearly firing, nothing happened to the mech.

Then the Paladin started rising.

There was a single heartbeat between the Paladin being completely stationary and Penny's beam forcing it up. In the next, the Paladin's whole body started to lift off the ground, Penny's beam dissolving the mech's steel plating like a flame to paper. The leg was stripped down to its most basic level, the steel skeleton the rest of the Paladin had been built around. With the leg mostly destroyed and being continuously pushed up, the mech lost its balance and fell backward onto its rear, out of the way of Penny's beam.

For a moment, Penny kept the attack going, sending a pillar of green energy shooting up into the night sky. Then she stopped, the beam of light vanishing in an instant, the only evidence of it being the molten slag on the ground around Penny and the slowly dimming green glow coming off of Penny's blades. With a blink, Penny's determined face disappeared, replaced with one of satisfaction, walking back up to Ilia with her swords at the ready.

Ilia looked slowly from Penny to the fallen mech, trying to process what she'd just seen. "Um…" she said, feeling the need to say something. "Wow."

That just about summed it up.

Penny beamed at her, giving the Faunus a small bow that looked like a border-line curtsey. "Thank you."

Her nerves and shock slowly starting to fade, Ilia gave a tentative smile back.

...grrrRRR…

Penny and Ilia both jolted at the deep groan of heavy metal moving. Then turned to find that the Paladin, despite its right leg being obliterated, was still trying to move. It pushed up with one massive arm, swinging the other around to bring its guns to bear.

Ilia tensed, ready to dodge at a moment's notice. Penny instead sent her swords flying forward, using them as a makeshift barrier between them and the incoming gunfire.

But it never came.

Just when they thought the Paladin was about to fire, the whole thing shuddered violently. It twitched, its remaining limbs spasming randomly. Penny and Ilia shared a confused look, neither knowing what was happening.

Then, the Paladin went dark. Every light on it, from the cockpit to the lights on its weapons blacked out. The next second, the Paladin crashed to the floor, falling bonelessly like a puppet with its strings cut, falling flat on its front.

When it did, the two girls were surprised to find someone clinging to its back. Standing over a slashed and torn portion of the mech's armor plating, Neo smirked down at them, her parasol closed to reveal a two-foot blade coming out the end of it.

Penny and Ilia stared up as she leapt down to them, Penny looking thoughtful, while Ilia was just becoming more lost. "What… just happened?"

Penny looked Neo over, who merely gave them a cheeky smirk at their confusion. Penny's gaze then turned to the Paladin, zeroing in on the slashed armor Neo had been standing over. After a few moments where blue text flashed across her eyes, Penny blinked, understanding on her face. "Neo cut the connection from the Paladin's power source to its central computer. Without it, the Paladin can't move." She gave Neo a curious look, before blinking. "You assisted Roman Torchwick in modifying that Paladin prototype."

It was more a statement than a question, but Neo's smug little grin was answer enough. She nodded anyway.

Ilia jolted at the knowledge, looking at Neo in shock. "Really? It's that easy to shut one of these down?"

In an instant, Neo's face contorted into a look of exaggerated insult. She stuck her nose up in the air, as if to say 'It wasn't easy. I'm just that good.'

Penny didn't seem to notice this, latching onto Neo's previous confirmation. "Then you know the inner workings of a Paladin; The easiest ways to disable and shut one down."

Neo's mouth parted slightly, looking rather sure of herself, but then paused. She looked up at the helpless mech for a moment, before giving Penny a sheepish look. She lifted her hand and rocked it side-to-side in a 'so-so' gesture.

Penny's mouth pulled into a not quite frown. Whatever her next words were going to be were lost, however, when they all felt the ground shake slightly. The three girls snapped their gazes towards the source, seeing a new Paladin rushing towards them at a full run, several White Fang members following in its wake.

Penny hunched down into an offensive stance, her swords quivering around her, Neo and Ilia instinctually doing the same in the face of coming danger. She looked at Neo out of the corner of her eye. "What you did to that Paladin… Do you think you could do it to this one?"

Neo looked back at her, her brows raised in surprise. Her face broke out into a wide, dangerous grin, flashing Penny a thumbs up.

Penny nodded back, then looked to Ilia. "Friend-Ilia, are you willing to assist?"

Ilia blinked, surprised by the question. She looked at the incoming Paladin, and her eyes narrowed. Brow furrowed, she said, "I'll help however I can."

Penny nodded again, turning her full attention on the Paladin. Slowly, a Ruby-like grin formed on her lips. "In that case… we're Combat Ready."

"You all know you don't have to do this."

Ghira watched the White Fang around him with careful eyes. They'd all backed off once they realized that he could not only fight back but was willing to if they pushed. Several White Fang now lay on the ground in between them in various states of unconsciousness as proof of his fighting prowess.

The fact that they were hesitating at all he found promising, if only just. That these ones were not just attacking him blindly at Adam's order meant that they still saw him as someone they respected, at least on some level. That they would maybe listen to reason if given the chance.

One of the White Fang closest to him, a girl with a grey wolf's tail poking out the bottom of her shirt, tightened her grip on her pistol, swallowing nervously. "Y… Yes, we do." Her voice was shaking slightly, giving him the impression of someone far in over her head and trying to push forward anyway. "This… this is the only way to get our freedom, Chief."

Ghira took a deep breath, trying to remain calm despite the chaos surrounding them. "Is it? Assault, terrorism, murder? Doing these things will make you free?"

A few of them flinched. Not many, but a few.

"They've done more than anything else we've tried! With Adam leading us, we'll be free within a year!"

He sounded like a young man, his voice filled with the youthful bravado of someone who had crafted their own reality to justify their actions.

"Truly? And what will Adam have you do in that year? How much death and destruction will be wrought by your hands? Do you think you'll feel free, with your hands dyed in all that blood? Will you be able to enjoy your freedom with the memory of all you've done chaining you to your past?"

The man, so new to adulthood, faltered, his sword wavering as his hands shifted uncomfortably. Two more in the group were exchanging looks, the girl from before backing up a half-step. Just a little more, and they might-

"Enough!"

-and with a single gunshot, whatever hold Ghira had on these few White Fang was broken. The Chief threw himself to the ground to avoid the shot, fired at him from one of the Faunus who hadn't reacted to his words at all. He grit his teeth as the man from before shook his head, joining in the renewed fight alongside his comrades. There was a small comfort as he noticed some of the White Fang, the ones who seemed to be listening, were no longer in sight. Ghira hoped he'd gotten through to them, sent them running as far away from this madness as possible.

He had no time to focus on this hopeful possibility, as the other White Fang were now fighting with renewed purpose, not giving him the chance to speak anymore as he ducked under blades and dodged bullets. He attacked back as best he could, hampered by his reluctance to hurt what he knew were manipulated Faunus.

It didn't help that he was already tiring. While he was a fair warrior in his own right, Ghira was no Hunter. What skills he had were intended for fighting off Grimm and the occasional bandit group back in Menagerie. He lacked the extensive training his current allies had for prolonged combat, and his complacency of remaining in the semi-safety of Menagerie did not help.. His own daughter was likely a better fighter than him, if he was perfectly honest.

Granted, his current opponents were just as lacking in combat experience as he was, likely more so. But they had numbers and youth on their side, along with the belief that they were in the right. Unless something changed relatively soon, Ghira would give out long before the Fang would.

Thankfully, assistance did arrive… if from an unexpected source.

"Hey, King Cat, hit the deck!"

Ghira paused in his lockup with an Ox Faunus, turning his head at the sudden yell. His eyes widened when he found a gun barrel pointed right at his head.

He ducked down, nearly taking the Ox Faunus down with him. The Ox Faunus stumbled forward just the sound of an automatic rifle filled the air. Ghira watched at the Oz Faunus crumpled to the ground, his body sparking with electricity. Shouts of shock and panic sounded as the firing continued, the White Fang trying to scatter as more of them fell to the ground, their bodies twitching uncontrollably as sparks danced across their skin.

As the firing stopped, Ghira found that all his previous opponents had either fled or were on the ground. He looked up at the person who had been firing, finding Roman Torchwick grinning down at him as he cradled Black Valentine.

"So, does this make us square with the whole 'trying-to-kill-your-kid' thing?"

Ghira heaved a heavy sigh at the man's flippancy, shaking his head. He took Roman's hand when offered it, the former-criminal pulling him to this feet. Ghira looked down at Ox-Faunus he'd been fighting, his eyes full of grim sadness. "What a waste."

Roman gave him a peculiar look, before rolling his eyes with an annoyed huff. He kicked the Faunus on the ground hard, rolling him onto his back.

Ghira was about to yell at Roman for the audacity, before catching sight of the Faunus's front. There were large welts all along his skin from where the bullets had hit, bright red marks identifying flash burns webbing away from the point of impact. But… there were no bullet holes. And the man's eyelids fluttered as his body continued to twitch.

Roman snorted at Ghira's look of surprise. "They're stunner rounds. Super fragile bullets packed to the brim with lightning dust. Perfect way to put someone down hard while still keeping them breathing. Though some of these horned ones have thicker skin then I'm used to." He tapped his toe against the twitching Ox-Faunus's shoulder, before shrugging. 'Eh. Just means I have to use more bullets.

Ghira looked Roman over with new appraisal. "I'm… surprised. I was under the impression that you weren't above killing."

Roman barked out a laugh, waving him off. "I'm not. Sorry to burst your hopeful little bubble. I'm just playing it safe right now. Old Man Oz just gave me a clean slate. Probably shouldn't start racking up a body count quite yet. I'll be a good boy for… eh, about a week. Two tops."

Ghira's brow rose, looking back at the downed Faunus thoughtfully. "Well… thank you for your consideration, regardless."

Roman just rolled his eyes again. "I got a magazine full of fire dust rounds just like 'em. Don't break the skin, but they hurt like hell. Though…" He looked out over the smoke-filled station where dozens of miniature battlefields had sprung up between the White Fang and the Branwen Clan. "If this doesn't wrap up pretty soon, all I'm gonna be left with is the lethal stuff. So… any idea how we can hurry this along?"

Ghira felt a growl build in the back of his throat. "Disable Adam and his Lieutenant. Without leadership, the White Fang's resistance should crumble."

"So… just keep doing what we've been doing?" Roman looked skyward, staring up at the stars peering in through the broken ceiling. "Great. That's… freaking useless."

Ghira couldn't help but agree.

The two's brief respite was broken by the sound of new footsteps. More White Fang were rapidly approaching, deciding to take advantage of their apparent carelessness. Roman quickly swapped the magazine in his Tommy gun for a different one hanging from his belt, while Ghira set himself into a martial arts stance. Ghira's brow pinched as the White Fang approached. "I wish this wasn't necessary."

Roman snorted, having no problem with unloading his fire dust rounds into the incoming forces. "What'cha gonna do, try to talk them to death again?"

"...no," Ghira admitted, the resignation in his voice belying his anger at the situation. "Talking's not an option, not anymore. But once they're in custody, I plan on making it clear to each of them just how much they've disappointed me and the Faunus people with their actions." He paused as a White Fang nearly his height charged at him with a longsword. The Chief bent out of the way of the blade with grace defying his size, pressing his palms to the Faunus's chest and stomach before shifting his height, throwing the surprised man into the group of White Fang hanging back, knocking them over. "I'm going to make it as clear as I can that continuing their current course will not be accepted back on Menagerie."

Roman let out a sound of understanding. "Oh, you're going to guilt them to death. Much better."

Ghira looked back at the conman as he sent another group of White Fang scattering under Black Valentine's fire. "You come to rather odd conclusions, Mr. Torchwick."

Roman paused briefly in his firing to shrug at him, grinning smugly. "Eh, I'm an odd guy. Hard to believe, I know." As if to punctuate his flippant statement, he suddenly snatched up Melodic Cudgel hanging off his belt, hefting both it and Black Valentine up in each hand, spraying bullets wilding while simultaneously lining up a shot with the cane, sniping a White Fang at the back of the pack trying to do the same.

Ghira snorted despite himself, falling into a chaotic rhythm as he retaliated against the White Fang trying to kill him, striking out at the White Fang willing to charge past the wild gunfire Roman was keeping most of the White Fang at bay with.

During a lull in the fighting, their attention was drawn towards the main battle going down on the lower level. One of the Paladins below was about to fire at the upper levels, only for a bright beam of light to strike it in the side of the cockpit, sending it staggering. The mech started to turn towards its attacker, only for Neo and Ilia to jump up onto its shoulders, stabbing their blades into a particular part of its shoulder joints. The mech stiffened for a moment, then its arms went completely limp. Ilia looked over at Neo in stunned surprise, the mute answering back with a smug grin. The two jumped off the mech's shoulders as Penny flew in close, all her blades spinning and glowing as she unleashed a massive beam right in the mech's face. It collapsed on its back, smoking and broken, Ilia and Neo quickly yanking out the unconscious pilot from the still-melting cockpit window.

Roman cackled at the whole spectacle, his eyes shining with more than just mirth. "Damn! We sure got some badass kids, don't we?"

Ghira nodded slowly, a faint grin on his lips. "That's one way of putting it, I suppose." As his gaze turned towards another fight happening at the center of the plaza, he couldn't help but agree with Roman's sentiments even more.

A/n: Before y'all get really mad… next chapter will be out by next week. Sorry, but I thought dropping a 15k+ chapter on you guys might be a bit much to swallow. Besides… I've been building to this for four years. I think it deserves its own chapter.

Next chapter: Expect the Plan To Go Off The Rails, Part II