A/N: Well folks, here we are! Big Chapter 100! I've been looking forward to the triple digits because it is in these numbers where this story will reach its conclusion. Like I said, probably close to the end of this year, Volume 1 will be wrapped up, but for now, we've got the Battle of Haven to get to. But before we do, I want to bring attention to something that you may or may not know about; last week, I revised the last chapter a bit. Specifically, Ben's theory that the gods from Earth might have existed like the Remnant gods did. The conversation was a bit too heavy handed and it was missing a lot of canon facts, which a few kind readers were quick to either comment or PM me about. Needless to say, I quickly got to work revising it and now, I think it's much better than it was before. I just wanted to point that out to those who may have missed the initial update. And now that we have all of the business out of the way, let's get to the chapter itself. I think you'll recognize this title well. This is…

Chapter 100: The More the Merrier

…..

If there was one piece of news that Sun wasn't eager to get, it had to be the one that Yang had delivered to Blake, himself and Neptune just a few short minutes ago. Scarlet and Sage listened in as well, the duo keeping straight faces throughout it all. Apparently, Lionheart had taken it upon himself to invite them all to Haven to discuss his role in the mole situation. However, from the information he gave them, it had only raised their suspicions even more. "Ugh, I can't believe this." Sun grumbled.

"I know, right?" Blake agreed as she hung up her scroll. "So his story is that he found some pretty big info in less than twenty four hours since his visit with Qrow and Ironwood? And he wants to talk to Raven personally? Yeah, that's definitely suspicious." She noticed the intense expression that Sun wore on his face, making her ears flatten in sadness. "…I'm sorry, Sun. I know how much you guys looked up to him."

"…Yeah." Sun clenched his fists as he stood up, narrowing his eyes at the nearby window. "We may have to face facts here, guys… Lionheart IS probably the mole Raven heard about."

"Hm… doesn't mean I wish it wasn't." Neptune cupped his hands together and moved his eyes to the floor. "This sucks the big one."

Scarlet crossed his arms. "No doubt. But if you guys need to get to that Relic, then I suppose there's no choice in the matter."

"Ben's plan sounds pretty solid." Sage added, though a disappointed face soon took over his features as he glanced down to his leg brace. "I just wish we were able to join you guys on this."

Sun sent him a sympathetic smile. "Yeah, I know, dude. Trust me, I do to." He gave both of his teammates a thumbs up. "But we'll be okay, I promise. I'm just sorry that we have to cut our visit short."

"Ah, it's no problem." Scarlet reassured. "Once your mission's done, you can come back and see us before you head back to Vale, right?"

Sun and Neptune wore similar smirks at that remark. "You say that like you know we're gonna come out on top." Neptune remarked.

Sage raised an eyebrow to his friends. "Guys, you've managed to avoid getting killed by these people for almost three weeks now, including at the Battle for Beacon." He gave the boys and Blake a salute. "I'm sure you guys can handle it, right?"

"That's no reason to jinx things, Sage." Blake pointed out, making the green-haired young man chuckle nervously. "Seriously, the last thing we need is something unexpected to happen." The cat girl moved over to the window and set her gaze up to Haven Academy, the school settled peacefully above the clouds. "Which I certainly hope it doesn't."

…..

Meanwhile, in the time that had transpired after the phone call and subsequent planning, the remaining group of young heroes and experienced Huntsmen had just left the rental house and began making their way to Haven Academy. As he and the rest of the team walked through the small corridor that led to the city, Rex and Ben had fallen back into their conversation about gods, which ended up devolving into a discussion of their past experiences. "You know, I'm not sure why I made a big stink about that whole "god" stuff in the first place back at the house, dude." The EVO admitted "I mean, you can literally change into an omnipotent being. Plus, you fought one, so there's that."

Ben chuckled as he sent a reassuring wave to Rex. "Hey, no need to apologize again, dude. It's okay, trust me." He then gave a small shrug. "But like you said back at the house, I'm not sure how much I'd consider Daigon or Celestialsapiens as "gods", at least not the ones I'm thinking of. I'm talking about the more… mystical kinds of gods, you know? The ones that aren't alien in origin and can bend life and nature to their will."

"Yeah, I get ya." Rex placed his hands behind his head. "Honestly, it IS an interesting theory, if a bit of a farfetched one." He raised a brow over to his green-clad friend. "And hey, if you're able to find any proof that gods exist, lemme know so I can debate with you on it. Deal?"

"Heh, deal." Ben pointed a finger at Rex. "So long as they don't get their powers from Meta-Nanites, am I right?"

Rex smirked and waved him off. "Yeah, yeah, I hear ya. No technology based "godhood" for you."

"AHEM!" The boys both came to a halt when Gwen cleared her throat, making them face toward her. "Could we possibly shelve the whole conversation about gods for a bit? We're almost at the Academy."

Ben and Rex glanced to each other in confusion. "Uh… Gwen? I thought we were supposed to get to some sort of lift first?"

Yang smirked and pointed over to him. "We're already here, Green Boy… but if you and Rex had kept goin' with that conversation, you guys probably would've taken a dive! Haha!"

The two heroes' eyes widened and they snapped their heads back around, seeing that they indeed were near the precipice of the massive lift. After seeing how far down the ground was, they both promptly stepped away from the edge, laughing nervously. "Hehe… I guess we would've." Rex chuckled.

With the push of a button, the platform began rising upward, ascending all the way up to the school above. Needless to say, some were enjoying the ride more than others… "WOO-HOO!" Nora exclaimed as she raised her arms out over the railing. "This is so AWESOME!"

Weiss rolled her eyes at the Pink Dynamo's shouting. "Nora, it's not a ride. I mean, we're not even going all that fast."

This got Rex smirking. "Oh, yeah?" The EVO lifted his hand to the control panel, his appendage glowing with his signature blue lines. "I think I can fix that!"

Everyone's eyes widened immediately. "W-Wait, REX!" Ruby exclaimed.

"Metal head, you'd better not!" Qrow warned.

But by then, Rex had placed his hand onto the panel, pointing his free finger upwards. "Going UUUUUP!" At that moment, the rising platform suddenly lurched and began increasing in speed, to the point where the whole group were forced to fall to their rears. But it didn't last long, though, as the massive platform instantly stopped on a dime the moment it reached the top, sending many of the teens flying up and over the threshold. Having landed on his head, Rex grinned like an idiot as he stumbled to his feet. "Hehe… top floor, Haven Academy… oof." He almost instantly lost his balance and fell flat on his back, now effectively seeing stars.

Everyone had basically narrowed their eyes at the now-dazed EVO, though Qrow seemed to be the most perturbed about being knocked onto his arse. "Remind me to have a little chat with the goggled idiot later."

"No need." Weiss grumbled as she began dusting off her skirt, standing up to her feet as the others did as well. "I'll do it for you! Seriously, Robo-dolt, you are REALLY getting on my nerves at this point!"

Jaune flicked the last bit of dirt on his armor before dryly adding; "Weiss, when ISN'T he?"

"Well NOW it's more than usual!" Weiss stomped over and pointed right at the dazed EVO. "You had better shape up for this mission or else we'll never pull this off!"

"Heehee, you're pretty." The still-out-of-it Rex giggled, making Weiss' jaw drop and her face ripen like a tomato.

"Ahaha!" Ruby laughed heartily. "Weiss, you should see your face!"

Pyrrha wore a cheeky grin as well. "Indeed, it is quite amusing." She sent the heiress a small wink. "Perhaps the feeling is mutual, then?"

At their teasing, Weiss immediately forgot about her own embarrassment and grit her teeth toward the two. "Oh, come on! It's not like YOU don't blush when Jaune compliments YOU, Pyrrha!"

"Yes, because he's my boyfriend." Pyrrha emphasized. "And last I checked, you and Rex weren't an item… unless that last statement implied you wanted to be…"

Weiss' eye was twitching at this point as Ren picked up from there. "She DOES have a point. For all your battering of one another, you and Rex are awfully close."

Nora zipped over and poked Weiss knowingly in the shoulder. "Yeah… are you sure you two aren't basically an item?"

Her face still very bright red, Weiss faced away from her friends in a huff. "Hmph, yes, very sure." But despite herself, she mentally added; 'At least… I'm pretty sure.'

"Alright, alright, ENOUGH arguing!" Raven barked, garnering everyone's attention immediately. In a split second, all of the teens had straightened up and gotten into a line, all except for Rex who was still loopy on the ground. "Remember, this is a serious situation we're in here, so we all need to keep on our toes." She directed her eyes up above the teens heads, prompting them all to turn around and face the Haven Academy gate. "We're expecting an ambush, but we still have no clear idea as to what they're attack plan will be."

Ben nodded in agreement. "Right, but we can at least get a good sense of who we're up against beforehand…" He sent a smile over to his cousin. "Gwen, if you would?"

"Gotcha." Gwen affirmed before closing her eyes. The second she opened them, they started to glow with her signature pink energy as she began scanning for energy signatures all throughout the school. Her brows furrowed and her eyes stopped glowing, all while moving her attention back to Ben. "There's a single person waiting in a big building near the back of the school."

"That'd be the Grand Hall." Qrow deduced. "And the guy in there is probably Leo."

"Hm, I see." Gwen nodded before going on. "And as expected, Cinder's here, too, hiding near the back of the Grand Hall. Plus, there's Rojo, Emerald, Mercury, Thunderhog, Exo-Skull and Subdora in there as well. Judging from their energies, they all seem to be itching for a fight."

The whole group could only stare wide-eyed at the redhead at that information. "Man… Salem didn't spare any expenses this time around." Yang placed her hands on her hips. "It's obvious that she doesn't wanna take any chances with this mission."

"It's basically the same group you guys faced back in Essen." Ruby pointed out. "We're probably going to be in for a wild brawl."

"Yes, but that's not all." Gwen continued. "There's another person in there as well, and I don't recognize their energy."

Now this REALLY caught everyone's attention. "W-What?" Oscar questioned. "What does that mean?"

"It means that Salem might just have another new lackey." Jaune explained with a clenched fist. "Ugh, just what we need."

"Well, maybe, Jaune." Gwen placed a hand to her head and began focusing on the unknown energy again. "Quite honestly, I'm not exactly sure WHO this energy belongs to or what their allegiance is. Whoever this other person is, their energy is behaving VERY erratically."

Ben pursed his lips and began thinking over their options. "Okay, so we're dealing with one turncoat and seven… maybe eight villains in total." He shook his head and took a deep breath, bracing himself for what came next. "I really hope the latter isn't true, but either way, we're about to walk into… the lion's den, so to speak."

"Ah-ha!" Yang grinned from ear to ear. "I see what ya did there!"

Ben chuckled and shrugged. "Yes, yes you did. But in all seriousness, we have to be ready for anything when we get in there. So make sure all your weapons are at the ready, alright?" He watched as the teens began to load all of their weapons, nodding in approval. "Good, and remember; we have to play along with Lionheart's game if we wanna get in there. Once we're good and settled, Raven will make the first move."

"Indeed." Raven affirmed. "I'll get Lionheart to admit his guilt and try to get some answers out of him. And when Cinder and her squad storm in, you all know what to do."

Ruby sent her a salute. "Right, engage the enemy tactfully!"

"No funny business." Pyrrha assured. "We keep this as clean as we possibly can."

Raven smiled in approval. "Good girls. Now let's get this over with, huh?"

After making sure Rex was okay and able to stand up, Raven led the group over to the Haven Academy gate. Once they approached the large doors, they automatically opened themselves up, presenting everyone with a clear view of the school. "Woah! Okay, I'm digging this place." Ben grinned.

"Yeah, it's so oriental." Gwen complimented before spotting the CCT tower that was behind the first building. "Even the communication tower is modeled to match."

Oscar seemed to perk up at the familiar surroundings. "Heh, yeah. I—I mean Ozpin didn't spare any details when he built this place."

Ben smirked and raised an eyebrow toward the young man. "The memories starting to settle in, kid?"

Oscar rubbed the back of his head. "Heh, yeah. Not much, but little."

"Hm, good. But remember to stay clear when the big stuff starts going down." Ben reminded. "We don't need you dying so soon after the first guy did."

"I must agree with Mr. Tennyson's assessment." Ozpin concurred. "It would be no use to reincarnate again so soon after the first time."

'Yeah, because I would be the one speaking to the new guy instead of YOU.' Oscar retorted. 'And as we've established, I don't know jack about all this stuff yet.'

As Oscar and Ozpin continued their inner conversation, the group decided to go around the main building and head straight toward the Grand Hall, not wanting to risk any surprises that could have been set up in the first building. From there, the group tracked through the quad, moving passed the large fountain in the middle of the area before finally making it to the hall itself. As she, her brother and Ironwood approached the door, Raven took in a deep breath to brace herself for what would happen next. "Well, here goes nothing."

"It'll all be fine, mom." Yang promised with a grin and a wink. "Trust me, we'll all be on our best behavior for this "tour"."

Raven sent a sly grin back to her daughter. "Ah yes, the "tour". That's what I was worried about. Here's hoping your guides are well informed." With that, she faced the door again and shifted her gaze over to Ironwood. "Let's get this over with, Jim."

"Of course." Ironwood obliged as he opened the doors, swinging them inward and allowing them access to the hall. The inside itself was very immaculate, the marble floors having been well cleaned while multiple paintings adorned the jade green walls, a pair of blue banners with Mistral's symbol having been hung up as well. There was an upper walk way that surrounded the whole room, with stairs having been placed by the entrance to access it. At the end of the hall, however, was where everyone's attention was. Flanked by a pair of stairs was a large marble statue, one of a rather beautiful woman who was raising her hands up above her head. Her wrists and hips were adorned by gold chains while her dress and hair seemed to be blowing out with an unseen wind, her eyes gazing upward with her mouth open.

Behind the stature, the stairs led up to a top podium, where their host was waiting for them. "Ah, hello, everyone!" Lionheart greeted with a smile. "I am so glad to see you have accepted my invitation." He moved his eyes around to all of the teens as they looked up at him, his nerves beginning to grow a little bit. "Hah, I must say, I didn't expect to see so many faces, but… wait." After taking a second look, Lionheart sent a questioning stare down to Ironwood. "James… where are Sun and Neptune? I certainly thought they'd be here with you."

Ironwood nodded his head to Lionheart. "Yes, and they'll be here soon, Leo. But first they wanted to visit with their teammates first. I'm sure you understand."

"Ah, of course." Lionheart chortled. "Silly me. I nearly forgot that it's been two weeks since those boys last saw each other. My, how time flies." He shifted his eyes back out to the teens. "Still, I must say that there's quite a lot of you here… hehe."

Qrow stepped up and extended a hand to Lionheart. "Well, ya know what they say, the more the merrier. So, should we get down to the reason why we're here, or what?"

"Y-Yes, of course. I assume you've told the children about all this already, right?"

Ironwood nodded. "We have, Leo, so don't be afraid to speak freely in front of them." He sent a knowing glance back to the teens. "They deserve to hear everything you have to say."

Lionheart bowed respectively. "Hm, yes, I will. …Though I'm unsure if bringing your weapons was necessary."

This got Qrow to narrow his eyes. "Leo, we're Huntsmen. We've gotta be prepared for any situation, right?"

"O-Oh, hm, yes, quite." It was at that point that the headmaster finally focused onto Raven, his gaze slightly narrowing at her with a pointed glare. "But now, I believe we should address the most important business first. …Hello, Raven."

Raven furrowed her brows at the headmaster. "Leo… it's been a while."

"Hmph, well, I can certainly say so." Leo concurred. "But with all of the things you've presented to me, perhaps it was not long enough." He placed his hand over his chest. "It's bad enough that you would accuse me of betraying Ozpin's trust, but to be harboring the Spring Maiden for ten years without telling ANY of us?!" He took a breath to calm himself, his anger disappearing from his face and replaced with a more imploring expression. "Raven, we need the Spring Maiden now more than ever. Please, let me prove to you that I am not the mole you say I am."

However, Raven's accusatory glare didn't change. "You can drop the act, Leo."

Taken aback, Leo's eyes widened with fear. "W-What?! B-But I—"

"You always were a bad actor." Raven explained as she reached for Omen, pulling it out of its sheath before pointing it right up at him. "Now TALK! We know that you're in with Salem. Suddenly finding evidence, wanting to see ME personally to talk about the Spring Maiden? It's all too convenient on your part."

Leo shifted his eyes around to Ironwood and Qrow, seeing that they were giving him the same accusing look. Another glance at the teens showed that they were doing so as well, and it was here that he knew he couldn't keep the act up. He raised a single hand and bowed his head, almost like a sign of admission to the group. However, it also served as a signal to another unseen person in the room. At the edge of his vision, he saw a dark figure stand up from the floor of the upper walkway behind the group of teens and Huntsman, having hid themselves there in preparation for their arrival.

Lionheart let out a heavy sigh. "You know, Raven, you were always too nosy for your own good." From behind him, he pulled out his own signature weapon; Stalwart, and attached it to his left forearm. "But you just couldn't leave well enough alone, can you?"

It was then that both Qrow and Ironwood pulled out their own weapons, leading the teens to all take combat stances. "So it's true. Leo… what have you done?" Qrow asked in a low tone.

"Why would you betray Ozpin's trust like this!?" Ironwood demanded. "ANSWER ME!"

"Why? WHY?!" Leo pointed directly toward Raven. "For the same reason SHE killed the Spring Maiden! Because I fear Salem, as should all of you!" He closed his eyes and turned his head away from the group. "James, Qrow, I had hoped you two would be spared from all this…" His expression became dark when he faced them again. "But you two chose to lie right to my face."

Qrow clenched his teeth. "And now I can see we were right to do so."

"Hmph, but I suppose it doesn't matter." Leo mused. "Once we're done here, Salem will most assuredly grant me my freedom from her service."

"AND WILL IT BE WORTH IT?!" Ironwood hollered. "Selling out your colleagues just so that YOU can get off scot-free?!"

Leo shook his head. "I'm afraid you do not understand, James. Salem needs only three people here alive after today." He raised his hand up to Raven, Ben and Ruby. "And that would be these three. Raven being the Spring Maiden, of course. And then there's young Ruby Rose, the last of the Silver-Eyed Warriors. Finally, Ben Tennyson, wielder of the… Omnitrix, I believe it's called? Salem wishes to see all of you in her court."

Ben waved Lionheart off. "Spare me the mockery of justice, bushy-beard. I'm not about to appear in court."

Ruby, however, was a bit more caught off guard. "W-Wait… she wants ME alive?!"

Raven was in a similar state of shock at that. "But that makes no sense! Why would Salem want her alive?!"

"I am unsure." Lionheart answered. "I am simply the messenger. If you wish to know why, then I suggest you take it up with the one's in charge… if you can stop them."

On that note, the shadowy figure began charging up an attack; a rather large spear that was initially glowing bright orange with intense heat. However, it quickly solidified into a spike of solid obsidian, one which the figure brought back to prepare her throw. 'I believe… the heiress should be first.' the figure decided mentally. 'If I cannot kill Ruby, then perhaps watching her friend die will satisfy me instead.' With that, the figure threw the spear, but the action did not go unnoticed.

The moment she felt a significant spike in power, Gwen's eyes widened and she spun around, only to see that the figure had thrown the spear already… and it was sailing straight towards… "WEISS!" Gwen screamed.

Weiss barely had enough time to turn around and say "Huh?" before seeing the spear come hurdling straight toward her. From there, things seemed to go into slow motion, the spear closing in on Weiss with every passing second. However, just before it made impact, the heiress felt someone shove her out of the way before the familiar sound of nanites powering up graced her ears. The moment she fell to the ground, she snapped back up and shouted; "REX!"

The young EVO had thrown himself into the spear's path, having activated his Block Party to try and make the spear bounce back. However, instead of impacting the energy shield itself, the spear had pierced through the blue circle at its center. In an instant, the obsidian spear began to glow orange again and melted onto the glowing machine, making it melt along with it. "Gah!" Rex exclaimed as he forced his build off to avoid getting burned. He whipped his head up to the upper floor and sneered at the unseen figure. "Alright, I can take a lot of shit, but when you aim to kill HER first, that's crossing the line!"

Weiss put a hand to her chest in relief, thankful that he had activated the right build for the job. 'Rex, I swear, you're going to give me a heart attack one day!' But then, the heiress realized that there was still the matter of the unseen figure to attend to… and she had a feeling she knew who it was. She moved her eyes back up just in time to see the figure above them shaking their… no, her head.

"Tsk, tsk, tsk. Rojo was right, the rich girl really IS a sore spot for you." With a single leap, figure leapt down from the banister, revealing herself to be none other than Cinder Fall. She smiled coldly at Rex as her amber eyes began to glow. "But honestly, pulling the chivalrous act won't earn you any points, hero." Cinder then moved her eyes over to Raven, seemingly happy to see her. "Ah, and the Spring Maiden. We meet once again."

"What a displeasure." Raven snarled.

"How did you even sneak in here?!" Gwen questioned. "I sensed you in the back of the building only a few moments ago!"

Cinder wagged her finger at the Anodite before pointing up, indicating a security camera above the front door. "What can I say? Security cameras can be handy for both noble and nefarious purposes. The moment we saw you come in… we took our places."

Oscar couldn't help but back away a bit from the Fall Maiden, a clear memory replaying in his mind. 'So… she's the one that killed you, right?'

"Indeed, it is." Ozpin confirmed. "And she is also the one who stole the Fall Maiden's powers. Be on your highest guard, Oscar, and don't let anything slip."

Everyone glared intensely at the Fall Maiden, Pyrrha especially as she readied Milo and Akouo. "…Cinder." she hissed.

"Oh, Pyrrha, dear." Cinder waved condescendingly. "It's been a while, hasn't it? So much has happened since Essen in such a small amount of time…" Her smirk increased slightly. "But that ankle I put out of commission must be starting to feel normal again by this point. Should I put another hole in it?"

Before Pyrrha could even respond, Jaune, Ren and Nora were already in front of her. The blonde knight was practically shooting daggers from his eyes at Cinder as he kept a strong grip on Crocea Mors. "Don't you DARE touch her!"

Cinder let out a mock gasp. "Oh! A knight in shining armor? Hmhm, I believe I made it clear that the chivalric act won't matter in the situation you're in."

"Perhaps not." Ren conceded, keeping Stormflower aimed right at Cinder. "But we can at least prevent you from trying to kill our friend again."

"And who said anything about chivalry, lady?!" Nora shouted, raising Magnhild above her head. "We're just here to break your legs!"

"Sounds delightful." Cinder deadpanned. "Unfortunately, I have other plans." She snapped her fingers and called out; "Everyone! Our guests have arrived!"

On cue, the double doors behind Lionheart burst open, making the headmaster shout out in surprise. From there, Rojo, Emerald and Mercury all came jogging out before jumping right off the large podium, landing on the ground directly on the other side of the group. The teens and adults circled around, taken aback by their sudden entrance. Rojo cracked her knuckles with a big toothy grin. "'Sup, nerds?! Guess who's back and ready to kick your asses?!"

"Surprised to see us, I take it?" Emerald added, making everyone glower at her even more.

"Not really." Gwen said, raising her fists as her mana sprung to life. "I could sense your energy all the way from the front entrance."

Weiss, having regained herself, pulled out Myrtenaster and pointed it at the villains. "Believe me, you guys are starting to become MUCH too predictable with your ambushes."

Mercury placed a hand on his hip, moving so that the burn mark across his eye was unobstructed by his hair. "Aw, c'mon, guys! Don't tell me that THIS is how you greet old friends."

"You sure have a pretty crappy definition of "friend" if that's the case." Ben retorted. "Also, are you intentionally showing off your scar to try and be intimidating? That is SO last decade, dude."

"SHUT YOUR DAMN MOUTH!" Mercury bellowed.

"Not a chance, idiot-who-sounds-like-me!" Ben retorted.

However, the two were quickly silenced when Rojo fired off a blast from her laser rifle, the energy beam having gone straight through the roof. "Alright, alright, let's not get too hasty! As much as I wanna get to the fightin', we DO still have business to attend to here." With a press of a button, Rojo tossed her gun into the air as it converted into her dual-edged energy sword, the handle of the glowing red blade landing in her hand perfectly. She pointed it right at Raven and proceeded to call her out. "Alright, Miss Springtime, here's what's gonna go down. You're gonna come with me an' Cindy down to the Vault and you're gonna open that big, impressive door for us. Then, we're gonna take the Relic and call it a day, capisce?"

Raven simply glowered at the bounty hunter. "I'm not sure you're in any place to make demands." She spread an arm out across the group, gesturing to all of the teens who were getting their weapons ready. "If you hadn't noticed, you're outnumbered by a large margin, even WITH the extra help you've got."

"She's right, Rojo." Ben said as he made to activate the Omnitrix. "We know that Hog, Skull and Subdora are here, too, plus another person you have with you." He raised his hand up to slam it down on the watch. "So you might as well bring them out—"

"Hold up there, Jethro!" Rojo shouted, pointing her sword at Ben. "If you know about our OTHER guest, then I wouldn't even touch that watch again if I were you! Because the moment you do, I'll give Skull the order to SMASH our pretty little hostage's head! Subdora! Boys! Bring her in here!"

At her word, the doors on either side of the ground floor flew open, revealing Hog and Subdora on one side while Skull was on the other, the three approaching the team with confidence in their stride. However, as they drew forward, the teens saw that Skull was holding something in his hand… or rather someone. It appeared to be a young woman in her early twenties, one with short hair and blue eyes. She was tied up tightly as Skull dragged her along the ground, keeping her head clenched in his massive hand as she tried to struggle out of her hold. The moment Raven saw her, though, her eyes widened in shock, fear, confusion, and a whole slew of other emotions. 'No… no, no, NO! This… this can't be!' She made to run forward, calling out to the trapped girl; "VERNAL!"

"Ah-ah-ah!" Exo-Skull warned as he lifted Vernal up by the head, allowing the young woman to see Raven. Vernal's eyes widened and she shouted for Raven to stop, but then, Skull began squeezing her head again, making her scream in utter agony. Raven stopped right in her tracks, horrified by what the mutant was doing to one of her closest comrades.

"Yeah, ya see that?" Skull smirked. "One wrong step, and I crush her skull with my bare hand!"

"Don't you DARE hurt her!" Raven hollered through clenched teeth.

However, everyone else was only confused at Raven's outburst, leaving them all to start worrying as well. "W-What? Mom, that's Vernal?" Yang asked. "What's she doing here?!"

"I don't know, Yang." Raven muttered with a shaky voice. "But I can only suspect that Salem had them kidnap her and bring her here." Her fist tightened until her knuckles became white. "Because they knew that she'd be the perfect bargaining chip."

Ben clenched his teeth as his hand moved away from the Omnitrix. He was NOT about to tempt fate by going alien at the moment. 'Damn it! I didn't see this coming!'

"Corretto!" Subdora confirmed. "We had the great pleasure of abducting this beautiful signorina from her tribe so that we could give her a proper reunion with you… for a price."

Next to her, Hog let out a snort. "Huh, yeah! An' I'd relax if I were you guys. We don't plan on hurting her… much! AHAHA!" Raven whipped around and glared right at him, only for the warthog mutant to raise a finger. "Ah-ah, let's not get too hasty! We'll give her back… after we're done here. Right, Rojo?!"

"Exactly." Rojo said before reaching out to Exo-Skull. "Skull! Bring her over!" The rhino mutant began to slowly make his way over to Rojo, never taking his eyes off of the heroes for an instant. Vernal was then handed off to Rojo and the bounty hunter forced her to her knees, using one hand to put her into an armbar while keeping her foot pressed firmly against Vernal's calf. Rojo smirked as she rested the edge of her energy blade near Vernal's neck, her eyes staying glued to Ben. "Now Tennyson, I wanna see both of those hands in the air and AWAY from each other! One wrong move and the girl gets it."

Ben's eyes shifted between Rojo and Vernal, his gut sinking a bit when he saw the trapped girl's state. Her face was battered and bruised, while her arms and legs were cut in multiple different places. Vernal's clothes had also been ripped pretty well, the garments in tatters as blood stained the rips in the fabric. 'She's been through enough hell already.' Ben reluctantly raised his hands, giving a glare to Rojo. "Never thought I'd be complying with YOUR demands, Rojo, but here we are."

Rojo's grin simply increased. "I ain't a small-time crook anymore, Benji. I've taken the time to get better at this shit." She directed her attention to the group in general. "Now listen up! The Spring Maiden's coming with us down to the Vault and she WILL be opening that door!"

As she made her demands, though, a certain drunken Huntsman couldn't help but keep his eyes glaring up to Lionheart. "How could you DO this, Leo?! You're betraying your friends and you're just OKAY with that?!" When Leo turned his head away without a word, that only prompted Qrow to shout at him more. "How long?! How long have you been working with them?!"

"It has to have been at least a year." Ironwood concluded with a grimace. "Otherwise, Cinder and her group wouldn't have been able to sneak into the Vytal Festival entries under Mistral's watch."

"Oh, well aren't you the clever cyborg?" Cinder goaded, bringing everyone's attention to her. She gestured up to Lionheart with a dark grin. "Gaining entry into the Vytal Festival was a real treat, but Lionheart has been working with Salem for MUCH longer than you realize. …Isn't that right, professor?"

"Stop it." Lionheart growled as he faced away from everyone.

"I don't think I will." Cinder denied nonchalantly. "After all, your seat on the Mistral Council has been VERY useful in tracking down… unwanted interference." This made Qrow, Ironwood and Raven's eyes all widen in realization. "Ah, did I let too much slip? If it's any condolence… Tyrian and Hazel both made very short work of the Huntsmen they were able to track down."

At this point, Qrow and Ironwood were both utterly furious. The former extended Harbinger while the latter loaded Due Process, rounding back to Lionheart with hatred in their eyes. "LIONHEART!" They both shouted before making a start at the headmaster.

"HEY!" Rojo asserted, keeping Vernal close at hand as she pulled the blade even closer to her neck. "We ain't done with the deal yet!" To prove her point, Rojo pressed the blade onto Vernal's neck, giving her a small incision just an inch away from her jugular vein. Her subsequent scream got both men to stop in their tracks. "Just let the Spring Maiden come with us an' THEN we'll leave you guys to the brawl!"

Ben furrowed his brows at Rojo. "And you just expect us to NOT follow you the moment you and Cinder leave with her?" he questioned. "As good as your fighters are, we still out number you by a large margin, Rojo, and we've got backup coming along, too! Once we find an opening, we WILL come after you."

"Hmm… you're right." A toothy grin came to Rojo's face as she placed a hand to her ear. "Let's fix that, shall we?" She pressed on a small device in her ear and spoke into it. "VIK! Make your big entrance!"

All at once, the whole building started to rumble before a loud, thunderous CRACK echoed throughout the room, almost as if an explosion had gone off. Everyone whipped around in time to see both of the large front doors be blown off their hinges by two large arcs of purple lightning, prompting everyone to duck down to the floor to avoid getting hit by them. The lighting hit the back wall, making Lionheart flinch again as they scorched the blue banners, burning them to ash. A dark cloud of smoke started to billow from the entrance as large foot falls began to enter the room, accompanied by a familiar voice; "TENNYSON!"

The whole team became shocked as they saw none other than Doctor Viktor enter the room, the Transylian now sporting a new black trench coat as his electricity danced around his body. As the smoke cleared, the group could see that an army of Grimm had suddenly gathered outside in the quad, their eyes all glowing the same purple as Viktor's lightning.

Ben craned his head up to Viktor, meeting his gaze with a furrowed brow. '…This is bad. VERY bad.'

…..

Meanwhile, back down in the town below, Blake, Sun, and Neptune were making their way back through the market place and toward the lift, intending to take it up to Haven Academy. However, the atmosphere between them was anything but jovial, the trio wearing similarly serious faces as they prepared themselves for the fight that was most likely ahead of them. As they were walking, though, Blake noticed that Sun seemed to be more focused than either she or Neptune were. Not to say they weren't focused, but the monkey boy's eyes were practically aimed right up at the academy above, almost as if it were a target. "Uh… Sun?" Blake put a hand to her boyfriend's arm, pulling him out of his trance. "Are you okay?"

"H-Huh?" Sun blinked and turned to the cat girl, giving her a small nod. "Oh, yeah. I'm good, Blake, don't worry. I'm just…" He let out a sigh and moved his eyes back up to Haven, furrowing his brows intently. "I'm trying to brace myself for this, ya know?"

"I know." Blake assured, squeezing his hand in support. "It won't be easy for you to do this, I know."

Neptune raised a fist up to his best friend. "But we'll still do it, right? For the sake of our team… and the world."

Sun smirked and lightly squeezed Blake's hand back, giving Neptune a fist-bump in the process. "Yeah, I'm not about to back down from this, guys. And thanks."

Suddenly, from off to the side, they heard a rather familiar laugh. "Ho-ho! The yellow and blue SSSN Boys return!" Sun, Neptune and Blake all whipped their heads around to see that they had somehow ended up walking by Randolph's stand, the fish monger waving them over. "And the fish-loving Blake girl, yes? Have you come back with the proper equipment to handle Randolph's produce?"

Sun rubbed the back of his head as a small yet sad smile came to his face. He had to hold Blake back with his free hand to keep her from drooling on the fish. "Eh, no, sorry Randolph, not yet." He jabbed his thumb over his shoulder. "We actually just got done with visiting Scarlet and Sage… but we got a call from our other friends and we need to get to 'em soon."

"Ah, I see, very good." Randolph nodded. "Well, whenever you are ready, simply let Randolph know…" However, the blue-haired man quickly took noticed of Sun's expression. "Monkey-tailed SSSN Boy, why does your face sad like papa's pouch of parsnips?"

The leader of Team SSSN was taken aback by that, though it also managed to take Blake and Neptune by surprise as well. The three looked to each other and back at Randolph before Sun answered. "Well… we just got some bad news, and… it involves something back at Haven."

"Haven? Why what do you mean?" Randolph gestured up to the school high on the mountain tops. "Haven has been quiet for many days now. Scaredy-cat Lionheart hasn't made a peep!"

Neptune cast his gaze down to the ground. "Yeah, and that's kinda what's bothering us."

BOOM! Suddenly, before anyone could say another word, the sound of what seemed to be a loud explosion suddenly reverberated through the whole market place, causing many people to instantly stop what they were doing. Blake, Sun, Neptune and Randolph all began doing the same before someone in the crowd pointed up and yelled; "Hey! Up there!" The four craned their heads back up to Haven, only to see that there was now a plume of smoke wafting up from the Academy. This got many people buzzing, as expected, with many asking the basic questions like; "What's going on?" or "What caused that explosion?" and even; "Is it the science lab AGAIN?".

Neptune pursed his lips indignantly. "Hey, that was ONE time, okay?!"

Blake clenched her teeth and sent a worried gaze up to the academy. "…That might be part of what we were talking about."

Randolph pursed his lips and put a hand to his long beard, pulling on it in thought. "Hm, a foul stench of immortal doom thickens the air, yes?" The teens all whipped their heads to him, their eyes widened in astonishment as he practically guessed what was happening. But in the next instant, Randolph shrugged it off. "Or, perhaps it is Winnifred's cabbage evacuations." He then marched right to the other side of his stand, getting back to work. "Hard to tell."

The three teens could only blink in shock at the one-eighty the odd man had just done, but they were quick to shake it off, their attention going right back up to the Academy. "It's starting." Sun stated. "No doubt about it."

"We gotta get up there!" Blake shouted. "C'mon, let's get to the lift!"

The trio began making their way over to the lift again, running as fast as their legs could carry them. However, once they got to where the platform should have been, they all came to a screeching halt when they saw what appeared to be two maintenance workers inspecting the nearby panel. Sun suddenly went into a panic when he realized that panel was the same one that brought the lift to that particular level, meaning that something might've been wrong with it. "Oh no!" He hustled over and asked the closest worker. "S-Sir! What's wrong with the lift?!"

The worker sighed and shook his head, jabbing his thumb over to the machine. "Well, a short while ago, we got a weird energy surge form the panel on the lift itself, one that made it go EXTREMELY fast." He shook his head and began flipping through the papers on the clip board he was carrying. "It seems like the lift short-circuited the moment it hit the top, meaning that it's gonna be down for a little bit."

"WHAT?!" The trio of teens exclaimed.

"Don't worry." The other worker said with a wave of his hand. "Something like this can be fixed in an hour or so."

Neptune was quick to object. "But we don't HAVE an hour! We have to get up to Haven NOW!"

"Haven Academy? Ah, I don't think ya wanna go up there right now." The first worker denied. "Sounds like something might've gone wrong up there as well." He let out a small chuckle as he and his co-worker began to leave. "Heh, who wants to bet the science lab blew up again? But don't worry, we'll have this lift fixed soon, promise."

"But…" Blake started to protest, but the workers were already gone, leaving the trio alone once again. "Damn it! Of all the times for something like THIS to happen!"

It was then that Sun realized something. "Wait a second… he said the lift got stuck at the top where Haven is. And that a weird surge was the reason it stopped working…" He raised a brow at Blake and Neptune. "Are you thinking what I'm thinking?"

"If you mean that a certain EVO supercharged the lift with his nanites, then yeah, I am." Neptune said irritably. "Ugh! C'mon Rex! THINK for god's sake!"

"Shouting at the sky won't help our problem, Neptune." Blake asserted. "We'll just have to find another way up." The cat girl sent her sights to her boyfriend. "Sun, there at least HAS to be some sort of stairs, right? The people MUST have climbed the mountain with stairs before the lift was put in."

Sun gave her a single nod. "Yeah, there ARE stairs, but they're pretty dangerous to climb up since they've pretty much been over grown since the lift was established." His head snapped back up to Haven. "And even if we were to climb those steps, it would take us OVER an hour to even get up there! We're basically stuck!"

"So it would seem." A voice piped up behind the trio, causing them all to jump up in surprise. When the three teens whipped around, they were shocked to see none other than Professor Paradox standing behind them, the time traveler giving them a wave. "Greetings, everyone! I assume your visit went swimmingly?"

"P-Professor!" Blake stuttered. "What're you doing back here so soon?"

Neptune placed his hands on his hips. "Yeah, I thought you had something to do."

Paradox sent them a wink. "I did, and that something is going to be helping you all out quite a bit." He pointed toward them. "Look behind you and you'll see what I mean."

Blake, Sun and Neptune complied and did an about face… only to be met with something they did not expect to see. Their faces brightened up and Sun pumped a fist into the air, letting out a laugh as he did. "Haha! No way! What're you guys doing here?!"

Standing in front of them were none other than Kevin, Ilia and Penny, all of them grinning with determination. "Same reason you guys are." Kevin answered before slamming a fist into the palm of his hand. "Now c'mon, we got some punching to do."

…..

Back up at Haven, the room was utterly silent as the team continued to stare at Viktor, the alien having moved his way further into the Grand Hall. With every step, the marble flooring under his feet cracked a bit, though Ben had a feeling that all that weight wasn't fat. He sent a nervous smile up to the Transylian and raised his hands defensively. "Hehe, uh… HEY Viktor!" he greeted while backing away. "I see you're in your right mind again. And with a pretty awesome coat to boot! Say, where can I get one like that?" BAM! "Gah!" Ben sidestepped away from where Viktor had shot a bolt of lightning to the ground, the hero figuring it was a warning shot. "Jeez, can't take a compliment, huh?"

"Silence, Tennyson!" Viktor bellowed. "I have no time for your insolent prattle."

Yang could only smirk and mutter to herself. "Gee, someone's been using their thesaurus."

However, Gwen was by far NOT in an amused mood. "This… this doesn't make sense!" Her eyes went to the Grimm outside, all of which were glaring at them with their violet eyes. "I should've been able to SENSE all of those Grimm the moment we came up here!" She furrowed her brows right up at Viktor. "And I definitely should've sensed you, Viktor. How did you hide from me?!"

To everyone's surprise, the answer didn't come from Viktor. "A simple answer… lovely Gwen." The whole team's eyes widened when a young blonde man in a familiar dark suit came waltzing out from behind Viktor, sending an evil smile toward the group. "Hello, everyone. It's certainly been a while, hasn't it?"

Out of everyone there, Ben and Gwen were the most shocked to see this young man. "No way… Michael?!" Ben exclaimed.

"Wait, Michael as in Michael Morningstar?!" Nora shouted. "As in Darkstar Michael Morningstar?!" She began pulling against her face. "But I thought he had a serious case of corpse face! When did he suddenly become a male model?!"

Gwen clenched her teeth in rage at the mere sight of Michael Morningstar's rather smug expression. "That's what I'd like to know… but I think I already have an idea." She pointed right at the young blonde man. "Salem gave you your face back, didn't she? I can already tell by the aura you're giving off that you're under some kind of spell."

Michael gave a sinister chuckle at that. "Hmhm, oh, Gwen, you're always on top of things, aren't you?" He placed his hands together and began pacing back and forth, explaining things in an almost gloating fashion. "To answer that, yes, the great Lady Salem has graced me with a spell that keeps my normal appearance from ever diminishing. All I must do is keep feeding on energy and I won't ever become a walking corpse again." He ended up sauntering over to Cinder, which made the Fall Maiden glare daggers at him. "As for why you couldn't sense us, Dearest Cinder here had the absolutely brilliant plan to have Viktor and I wait on the side of the mountain with the Grimm while you all made your way up here on the lift. Once you made it up, we were given the signal to make our way up as well. Isn't that right, Dear Cinder?"

"Silence, Morningstar." Cinder snapped. "Remember, that was my plan, not yours. So don't start gloating about it like it IS yours. Understood?"

Michael raised his hands in surrender. "Alright, I can understand that." He gestured out toward the team. "By all means, take it from here."

Cinder narrowed her eyes at Michael briefly before going back to the teens, all of them still glaring at her in contempt. "Now, where were we? Ah, yes…" She directed her attention over to Raven. "You were just coming with us, Spring Maiden."

Raven clenched her teeth as her hold on Omen tightened. "You… you're garbage."

"Gee, thanks for the compliment." Rojo quipped before hauling Vernal up, keeping the girl close to her as she continued to press her blade to her neck. "Now c'mon, we ain't got all day here. It's either she dies, or you unlock the relic for us… and I think you already know what you're going to go with."

Raven closed her eyes briefly before assessing the situation. She knew that once she had left with Cinder and Rojo, the fighting would immediately break out. And now that Viktor and Michael were in the picture, along with a whole slew of Grimm, she knew that it'd be no easy task for the others to slip away and follow them down to the vault. She turned her head toward Ben and Yang, the couple doing the same in an instant. They glanced between Vernal, Cinder and Rojo before giving Raven a nod, telling her to comply with the demand. However, Raven could see something behind Ben's eyes that signaled to her that he had a plan, reassuring her that it was the best decision to go with right now.

The Spring Maiden moved her sights back to Vernal once again, the bandit giving her a pleading gaze. Raven could tell that she was begging her not to go through with it, but that was something she could not comply with. 'I'm sorry, Vernal. But I'm not about to lose you, too.' Raven pursed her lips and lowered her head to Rojo. "…Fine, I'll go with you. Just please, don't kill her."

Rojo smiled and brought the blade away from Vernal's throat, though her grip on the girl didn't relax for an instant. "Hey, now THAT'S the spirit! C'mon, let's get this over with." Raven began to move forward, but then, Rojo raised her blade again. "Up-up-up, hold on a minute, lady. I wasn't born yesterday." She gestured her weapon to the ground. "Leave the sword and scabbard. Oh, and don't even THINK of using your Maiden powers on anything BUT opening the door. I see your eyes glow for even a second before we get there, the girl dies."

Raven grumbled before giving a scoff, sheathing Omen before detaching it from her hip. She set it down to the floor carefully before raising her hands, showing that she didn't have any other weapons on her. "Alright, I'm unarmed." She shot a quick glance to Yang before walking over to Rojo, taking her daughter by surprise.

'Did… did she just…" Yang's eyes moved down to Omen, the sword laying just a few feet away from her. '…Okay, mom. I gotcha.'

Just as Cinder was making her way past the group, she glanced over and gave them her trademark sinister smile. "Oh, and don't get too many ideas about following and surprising us. If any of you make it past our defensive line, we'll know immediately."

"Duly noted." Ben remarked with a sneer. "Doesn't mean we won't still do it. That said… how WILL you know about it?"

"Psh, like I'd tell you, Tennyson." Cinder scoffed as she, Rojo and Raven approached the statue of the ethereal woman, with Vernal still in Rojo's clutches. "We simply will, and that is all."

Little did the Fall Maiden know that Ben had caught a glimpse of a very tiny device in her ear, one that was almost unnoticeable to anyone not paying attention. 'Yeah, I'll try to remember that.' he thought sarcastically. 'Now I've got a solid plan."

Cinder reached upward, holding out her hand to Lionheart on the platform above her. "Professor, be a dear and send down the key, if you would."

As Lionheart reached for his pocket watch, Qrow bellowed at him; "Don't you DARE, Leo!"

"You have ONE last shot." Ironwood said through clenched teeth. "Do this… and you are officially done."

Lionheart closed his eyes, lowering his head in shame. "…I'm sorry, gentlemen. But the only sure way to survive… is to give in." With that, he dropped the pocket watch over the side and it fell right into Cinder's hand, her smile increasing substantially.

"Ah, thank you, dear Lionheart. I'll see to it that Lady Salem rewards you properly." The Fall Maiden located a small niche on the statue's waist chain and placed the watch into it, the hands on the clock spinning faster and faster as the statue itself began to lower down with Lionheart on it. The headmaster stepped off the platform and bowed to Cinder as she, Rojo, the captured Vernal and the reluctant Raven began to board it. "Just be sure that Ben Tennyson and Ruby Rose are taken alive. This won't take long."

"You won't get away with this!" Cinder moved back around and saw Ruby glaring daggers at her. Curiously, she could see a brief glimmer in her silver eyes. "Do you hear me?! We WILL stop you!"

Cinder merely snickered as the platform began to lower further. "Good luck with that, girl. Salem has some very interesting plans for you, I heard."

Rojo gave Ruby a thumbs down. "You're not gettin' outta this one so easily Little Red. THAT I can promise ya."

Just as the quartet of women were about to lower down out of sight, Raven sent a smirk to the teens and gave them a wink, which Rojo and Cinder didn't see due to them standing in front of her. At that signal, Yang activated her Ember Celica, her eyes darting around the room to all the villains assembled. "So… this is the part where you try and stop us, isn't it?"

"That's the idea." Mercury said while cracking his knuckles. "And we're GONNA do it."

"I don't think you heard the lady, Merc." Ben piped up. "The key word was "try"."

"Unlikely, Tennyson." Viktor argued as his body began crackling with purple lightning. Next to him, Michael's hands began radiating with a dark aura while Subdora, Hog and Skull all readied themselves for battle, the former two pulling out their weapons while Skull planted himself on all fours. Emerald and Mercury entered their own combat stances, the latter unsheathing her sickles. Finally, though hesitantly, Lionheart activated Stalwart, the weapon unfurling into a disk-shaped shield with multiple dust containers in it, resembling an artist's palette.

Oscar leaned over to Ren and asked; "…Is this the part where I hide?"

"Yes, now go!" Ren ordered. However, the moment Oscar tried to run, Hog blocked his path, the pig mutant snorting with glee. "…Alright, that was a bad call."

"There are eight highly capable fighters present here and a horde of Grimm waiting outside to slaughter you." Viktor raised his left hand, ready to snap his fingers. "They may be standing idle now, but at my command, they will rip you all asunder!"

Suddenly, a new voice rang throughout the room… one that was awfully familiar to the team. "Well then I suggest you do something about that soon, Viktor." Everyone's eyes snapped upward to see none other than Professor Paradox standing on the upper level right where Cinder had been, the time traveler staring at his pocket watch. "It has already been two minutes since our arrival and your army is already down a substantial amount thanks to them perpetually standing like statues."

"Professor!" Oscar exclaimed with an ecstatic smile. "You're back!"

Viktor grit his teeth at Paradox's words. "What?!" He directed his eyes back toward the quad… where he saw Blake, Sun, Neptune, Kevin, Penny and Ilia having engaged with the Grimm already, the group killing them with minimal effort as the beasts barely fought back. "NO!"

Kevin stopped and took the time to wave over to his friends. "What the heck, guys?! There's a party goin' on and you didn't even invite us?!"

Penny pulled her sword out of a Grimm and sent them all a salute. "Professor Paradox told us what was happening and we came as soon as we could!"

"Hope we didn't miss anything!" Ilia called out as she slaughtered two Grimm at the same time with her Lightning Lash.

Ben let out a hearty laugh. "Haha! No guys, you are JUST in time!" The hero reached for his Omnitrix and dialed up the alien he wanted. "Looks like our back up is here. And you know what that means! It's hero time!" After slamming the core down and the signature green flash of light faded, it was revealed that Ben had transformed into a blue and white jellyfish-like alien with four long tentacles on his torso and two on his lower body, the latter ones resembling legs. His almond-shaped eyes glowed green as he shouted his name; "AmpFibian!" The Amperi began to float up into the air, pointing one of his tentacles out toward the quad. "I think you'd better head out there and help your pets, Vik. Otherwise this'll be over faster than you know it."

"That's what you think, Tennyson!" Emerald shouted as she aimed Thief's Respite at the alien. "Everyone, ATTACK!" With that, the fighting began to get underway, with Ruby and Weiss taking on Subdora, Jaune and Pyrrha engaging Exo-Skull, and Nora and Ren rushing toward Thunderhog. Qrow and Ironwood had wasted no time in charging right at Lionheart, while Emerald herself began firing off Dust rounds at AmpFibian, though the floating alien was able to expertly avoid them in mid-air.

Meanwhile, Rex had taken the opportunity to escort Oscar to safety, bringing him up to Professor Paradox on the upper level with his Punk Busters. "Make sure Oscar stays safe, Professor. Last thing we need is for him to get caught up in all this."

"Of course, Rex." Paradox nodded. "Now I suggest you make haste. You're needed down there." With a wordless nod, Rex dove right back down, intent on getting into the fight.

Oscar glanced up to Paradox with a worried stare. "Professor… will they be okay?"

"I wouldn't worry about them too much, my friend." Paradox reassured. "Remember, these young people are professionals by this point. I'm sure they will be fine." He took out his pocket watch and showed Oscar the time. "Now come, there is somewhere important that you will need to be in this battle as well…" With that, the duo disappeared, leaving the Battle of Haven to get underway.

…..

Back down near ground level, AmpFibian continued to bob and weave from Emerald's onslaught of Dust Rounds, taking satisfaction in the growing frustration on her face. "Hmhm, alright, NOW we're getting somewhere." AmpFibian commented as he stopped and raised his tentacles, the appendages beginning to crackle with blue energy. "But let's see how far you're able to take it." As more Dust rounds were fired at him, the Amperi began blasting them with his lightning, effectively making them explode in mid-air. This had the added effect of making a few smoke clouds, which Emerald immediately took notice of.

"Oh-ho-ho, NO, I am not falling for the old smoke trick again!" Emerald denied before shifting her guns into their sickle modes. "In fact, I'm done with your repetitive tricks all together!"

"You are, huh?" AmpFibian narrowed his eyes and began flying down to her. "Well fine, show me what you've got!"

With a mighty battle cry, Emerald pressed a button on her sickles, which made the weapon's blades fall out by their chains. She then whipped the chained weapons over to AmpFibian, aiming right for his face… only for them to pass right through him. "WHAT?!"

"Intangibility." AmpFibian answered. "Always comes in handy." He floated to his left, made himself tangible again and grabbed the chains with his tentacles, his lightning at the ready. "And THIS was your first mistake." He scolded as the electricity coursed through the chains and up to Emerald herself.

"Gah!" With no other choice, Emerald dropped her weapons, effectively avoiding being electrocuted. "Hah, shows what you know, Tennyson—huh?!" The moment she looked back up, AmpFibian was gone, disappeared from sight. "HEY! Tennyson, where are—"

"Peek-a-boo!" AmpFibian's voice piped up behind Emerald, making her whip around to him. As it happened, he had phased into the ground while Emerald wasn't looking, making it easy to sneak up on her undetected. The moment she did, though, the Amperi raised a single tentacle up to her right ear and a very tiny bolt of electricity shot out of it, arcing right to her ear.

Emerald screamed and her hand went to her ear… only to find that it wasn't injured. It was tingly, but not hurt in any way. "I… w-what? I don't understand…" But then her eyes widened when she saw glint of amusement in AmpFibian's eyes, reminding her of just WHICH ear he blasted. She reached in and pulled out the tiny communicator, the device having been short-circuited and burnt to a crisp. "No! How did you—"

"I saw one in Cinder's ear when she walked past me." AmpFibian explained. "Figured you all had one." He gave her a salute. "Which reminds me, I need to do something. See ya!" With that, AmpFibian phased back into the ground, leaving Emerald to curse him out as he left.

…..

While the fight between the Omnitrix bearer and green-haired thief was going on, Mercury had fired off his boots the moment Emerald ordered to engage, propelling himself right toward Yang. "I've been waiting for this!" He shot off another blast from his right leg, making him vault upward. He did a midair flip before bringing his left leg down in an axe kick, aiming right for Yang's head. "And I'm not about to let you beat me again!"

Yang simply smirked and lowered herself to the ground. "You're gonna have to wait a bit longer for that!" She shot off her Ember Celica and rocketed up into the air, meeting Mercury's kick with a Fire Dust-fueled punch. The attacks collided and the two were sent falling to the ground, though they managed to stick their landings. Almost immediately, Yang and Mercury got up close to each other and began brawling, which made the blonde smirk. "C'mon, Merc, aren't you tired of the same old song and dance?"

"Not in the least!" Mercury goaded. "In fact, if I manage to kill you, then maybe that'll finally get Tennyson to take me seriously!"

Yang redirected another kick, shaking her head at the suggestion. "Nah, he'd probably just kill you instead. And I can vouch for that." She swiped her arm at him. "Now get outta my way! I've got a sword to get."

Mercury smirked and jabbed his thumb over to Omen. "Oh, you mean that sword? Thanks for the tip!" With a full roundhouse, Mercury kicked out a Fire Dust bullet right at the sword and sheath, making Yang's eyes widen.

"You idiot! If that round hits, it's gonna—"

BAM! Sure enough, the bullet made contact… with the floo, as Omen had suddenly vanished without a trace. The two opponents were initially confused before noticing the sword and sheath being levitated in the air by Gwen, the redhead giving Yang a thumbs up. "Don't worry, Yang, I got it!"

"Nice, Red!" Yang returned the gesture. "Thanks!" But then her eyes widened as she saw Michael running up from behind the Anodite, his hands engulfed with dark energy as a malevolent grin was spread across his face. "Look out behind—" Gwen immediately set up a wall of mana behind her, which Michael faceplanted straight into. "Oh… never mind, you're on top of things!"

"It'd like to think so." Gwen concurred before going back to Michael. "And as for you…"

Michael peeled himself off the force field before snickering. "Heh, lucky shot, lovely Gwen."

"Luck has nothing to do with it." Gwen countered before entering her own combat stance. "Even if I'm told that I'm a pretty lucky girl."

The dark energy in Michael's hands formed itself into an energy blade before slicing right though the force field, his dark gaze focused on the Anodite the entire time. "I must warn you, Gwen, this will NOT be like the last time we fought. Along with my old face, Salem's spell has helped me increase my power immensely, and the training I do in the Land of Darkness only expedites that power." He narrowed his eyes at her. "I am not to be trifled with, is what I'm saying."

"You always DID like to talk yourself up, Michael." Gwen smirked before brining Omen down to her level. Without warning, the Anodite made two energy tendrils, one that kept a whole of Omen's sheath while the other pulled the sword form its scabbard. Michael's eyes widened slightly when Gwen made the tendril point the blood red Dust blade right at him. "But unlike you, I have another asset in this fight."

"…You're joking." Michael uttered before letting out a laugh. "Ahaha! Oh, Gwen you certainly know how to—WHOA!" The blonde was literally cut off when Gwen suddenly made Omen slice at him, the tip of the blade just falling short this close of actually cutting into him. But what it DID do is cut right through his clothes, with a clean cut going along his pectorals. The formerly rich villain couldn't help but be shocked. "You… you almost sliced a SWORD into me!"

Gwen rolled her eyes at his high-pitched yelling. "Oh relax, I wouldn't have killed you. Think of it as revenge for all the shit you put me AND Hope through."

Clenching his teeth, Michael cried out in anger before slicing at her with his own energy blade, only for the Anodite to start floating up into the air, surrounded by a pink aura. "Are you STILL on the whole thing with Charmcaster?!"

"Yes! You BROKE her heart!" Gwen chastised. "Granted, that's nothing new for you, but even if she doesn't consider me her friend, I'm still going to look out for her!"

Michael growled, intending to make an advance on her with his next attack. However, right at that moment, he heard his name being called from the other side of the room; "Morningstar!" Having garnered both his and Gwen's attention, Michael saw Viktor standing just outside the front entrance, an angry glare fixated right onto him. "You and Lionheart are with me! We MUST stop those insolent brats!"

As Viktor made his way out to the quad, Michael reluctantly withdrew his energy blade and sent Gwen a small glare. "We aren't finished here, lovely Gwen." Gwen was about to charge at the blonde to stop him, but using the small amount of light power he could still muster, Michael shot a bright flash out of his hands, temporarily blinding the Anodite. With that, Michael began to sprint toward Lionheart, intending to take the headmaster outside.

"Not by a long shot." Gwen muttered as her vision returned to her. 'You're just lucky I have more important things to worry about.' The redhead moved her eyes back to Yang and Mercury, where the two adversaries were still going head to head. With each punch and kick, the two combatants would avoid or counter it, with a few hits even making contact once and a while. But Gwen could tell that Mercury was putting the pressure onto Yang, making her back up toward a nearby wall. It was then that Yang caught a glimpse at Gwen, the redhead giving her blonde friend a wink when she did while pointing Omen at Mercury for good measure.

Realizing what Gwen might've had in mind, Yang smirked and moved her eyes back to Mercury. "Hey Merc! How much do you like having your groin intact?!"

Mercury furrowed his brows at the Blonde Brawler. "If this is gonna lead you to kicking me there, then you're out of luck! I'm not falling for it!"

"Nah, I'm not THAT predictable!" Yang retorted with a grin. "…But you might wanna turn around if ya wanna keep your junk."

"HUH?!" Mercury did an about face when he saw Gwen with Omen floating right next to her… before she sent the blade sailing right toward his nether regions. "EEP!" With a very girlish yell, Mercury jumped straight up with the help of his boots, literally shooting up into the air to avoid Omen. The sword panted itself into the ground beneath him and he let out a laugh. "HA! Nice try, ladies, but it's gonna take more than that to—AAAGH!"

As it happened, Yang had launched herself up into the air as well, punching Mercury square in the back before landing right on top of him, her feet planted firmly on either side of him. "Now for the grand finale!" She locked her hands under Mercury's chin and pulled him up, effectively putting him into a… "CAELUM CAMEL CLUTCH!"

"AAAGH!" Mercury shouted as Gwen made her way over to the two. "Are you kidding me?! More wrestling moves?!" Mercury began to choke as Gwen pulled Omen out of the ground and sheathed it. "Didn't you guys have enough when that dog-beast attacked your school?!"

Gwen quirked an eyebrow at him as Yang kept him in place. "…How did you know about that?"

"Heh, Lady Salem was watching the entire time!" Mercury choked out a laugh. "We all had QUITE the show the other day. She ended up not recruiting Bashmouth, though. Said he would be too much of a hassle to keep under control."

"Fair enough. But, oh… what's that in your ear?"

Gwen reached down and plucked a tiny device out of Mercury's ear, leading to his protest. "H-Hey! That's—"

"Scrap metal." Gwen finished as he crushed the small communicator with her hand. "And it's gonna stay that way." She directed her eyes over to Yang while nudging her head to the side. "C'mon, Yang. Let's find Ben." She offered Omen to the Blonde Brawler. "It's time we get this back to your mother."

"Great! Just give me a sec." Yang broke the camel clutch and placed her hand onto the back of Mercury's head, slamming it into the marble floor before getting off of him. "Sorry, Merc. Gonna have to put this fight on hold." She took Omen and pumped a fist to Gwen. "Alright, let's do this!"

As the two girls left him with his face planted into the ground, Mercury could only muffle to himself; "I hate her… SO much!"

…..

A few moments ago, as the fighting had begun to get underway inside, Viktor bellowed with rage as he stormed out to the quad. He was utterly beside himself for not expecting this kind of scenario from the team that had proven to give them so much trouble, to the point that his fists were shaking. However, he had to remind himself to remain calm. 'My lady Salem would NOT appreciate this kind of behavior.' he reminded himself before giving his Grimm the order to attack. "Don't just stand there you mindless beasts! KILL THEM!" The Grimm's eyes began to glow brighter as they responded to their master's commands, the creatures starting to fight back with more ferocity than they had been.

Just as she was lifting two Grimm up with her Mechano-Crushers, the beasts suddenly began clawing at Penny's builds, making the android's eyes widen. "Uh-oh! Everyone, they are starting to get antsy!"

"Aw, man!" Neptune bemoaned. "And here I thought this was gonna be easy!"

"Don't get complacent!" Blake scolded. "We can't expect to take the easy way out of this!"

As Ilia cut through another Creep with her Lightning Lash, she shot Blake a quick smile. "Wasn't expecting to! To be honest, it was kinda boring with the lack of a fight, anyway."

Sun shot a Dust round into a Beowolf's face, instantly taking it down. "Yeah, I've been wanting an actual challenge!" The monkey boy lifted Ryui Jingu Bang up into the air. "Now let's take these things down! FOR HAVEN!"

Back near the entrance, while he could see that the Grimm were beginning to finally fight back effectively, Viktor still growled and mentally scolded himself for his oversight. 'I SHOULD have foreseen a sneak attack! Gah, we need to salvage this…' He rounded about to Michael, seeing that the blonde was currently fighting Gwen. Nevertheless, he gave him a clear command; "Morningstar! You and Lionheart are with me. We MUST stop those insolent brats!" With that, Viktor rushed out, making a beeline right to Kevin. "LEVIN! Damn you and your feeble attempt at resistance!"

Having cleaved through another Creep's head with his metal axe hand, Kevin whipped his head around to the approaching Viktor. "Ah, Vik! So I see you managed to get your mind back in one piece! How… disappointing."

"You and your friends will PAY for your transgressions against Salem!" Viktor growled. "But first…" He clenched his fist as his violet electricity sprung to light, enveloping his entire arm. "It's time I take my vengeance for what you did to me."

Kevin simply gave him a shrug. "Oh yeah, the whole "absorbing your energy and sending you into the Null Void" thing. …Sorry?"

"Oh, you WILL be!" With that, Viktor shot out an arc of lightning at Kevin, though the Osmosian was quick to dodge.

The raven-haired teen rolled into a crouch and let out a breath, seeing that this wouldn't exactly be an easy fight. "Hah, okay, better bring out the heavy artillery…" He reached into his pocket and pulled out a red dust crystal, which he immediately absorbed into his arms. "Alright, Vik, you remember what Hazel was put through back in Menagerie?!"

Viktor glowered at Kevin for that remark. "Yes… and it will take WEEKS for that stab wound you gave him to heal!"

"Heh, neat." Kevin chuckled before slamming his fists together, his Dust arms beginning to burn with blazing fire. His eyes changed from their usual dark brown to a bright red, a smirk forming on his face as he anticipated the battle ahead of him. "Because when I'm through, you'll be held up for months."

…..

Meanwhile, back inside the hall, as he was attempting to fight and-or back off from Qrow and Ironwood, Lionheart's eyes widened the moment he heard his students outside. "Sun… Neptune…" But then, his gut twisted when he realized; 'Damn it… they'll probably be after me if they see me. I need to stay in here for as long as I—AGH!'

Ironwood grunted in frustration as Lionheart dodged another punch, the general growing ever more frustrated. As he kept putting the pressure onto the treacherous headmaster, Ironwood suddenly stopped when he heard a; "Psst!" from out of nowhere. "General, down here." Ironwood craned his head down to see AmpFibian's face sticking out of the ground, taking him aback a bit.

"Ben, what're you—"

"Shh!" the Amperi shushed. "Listen, I have a plan to get their comms with Cinder down. I just need you to make a little distraction…"

It was at that moment though that Viktor had called out his order for Michael and Lionheart to join him, the latter thoroughly against the idea. "WHAT?! Are you insane?!"

"He MUST be if he thinks we're letting you get out of our sight, Leo!" Qrow said as rushed toward Lionheart in an instant, bringing Harbinger back to strike the first blow. Lionheart's eyes bugged out, raising Stalwart in an attempt to block the hit… but he didn't need to. In the blink of an eye, a sphere of dark energy suddenly enveloped Lionheart and made Harbinger bounce back, taking both men by surprise.

After prematurely ending his confrontation with Gwen, Michael had run over and conjured the sphere of dark energy, giving Qrow a condescending grin. "Apologies, my good man, but the cowardly lion is coming with me—" BANG! Michael's other hand snapped up and created a shield of energy, which made the bullet that was shot at him bounce off. He glanced up to Ironwood, the general keeping Due Process aimed right at him. "Really? And what good was THAT supposed to do?"

Much to his and the other villains' surprise, Ironwood smirked. "Easy, a distraction."

"Wha—AAAAAAAHH!" Michael's entire body was suddenly wracked with pain as he and the rest of Salem's present forces were each struck by an arc of blue electricity. It wasn't powerful enough to render them unconscious, but it WAS enough to blow out all four of the other's comms, which left them all with a painful ringing in their ears.

From high above, AmpFibian gazed down at his work, nodding resolutely. "Hm, that oughta put the kibosh on their contact with Cinder. Now we gotta—" BLAM! "WOAH!"

The alien had narrowly avoided a strong energy blast from Exo-Skull's horn, the rhino mutant now glaring hard at him. "Damn you, Tennyson! You're gonna pay for that!"

As the mutant bruiser continued to blast his laser at AmpFibian, Michael began to sit up while clenching his head in pain, still frazzled by the intense shock from earlier. The ringing in his ear was still present, but he wasn't about to let THAT stop him. He stood back up and found Lionheart again, his brow furrowing toward the headmaster. "Alright, let's try this again—" SHINK. "Ah, the sad drunk. I was told about you, you're a tenacious one, I've heard."

Qrow, with Harbinger now in its scythe mode, was keeping the long, curved blade up against Michael's neck as he stood behind him. The red eyes of the drunken Huntsman were boring straight into Michael, making sure he wasn't let out of his sight. "Don't know where you got THAT from, pretty boy, but I am pretty stubborn."

"So I see…" Michael grinned maliciously as his hands began to glow with dark energy once more. "And what do you hope to do against someone like me?"

"Well, here's the thing; I've been in this room for a good while now, so at any moment…" From above him, Qrow could hear the sound of breaking woodcoming from the ceiling, making him smirk a bit. "Somethin' bad is about to happen." Sure enough, a big chuck of the ceiling suddenly broke open… revealing none other than Penny falling downward with an Ursa in her clutches. As the broken roof, android and Grimm fell down toward them, Qrow simply kept his scythe at Michael's neck, the blonde seemingly trapped. "Oh, and would ya look at that?"

"Hm, interesting. But you know what else is interesting?" Michael's hands began glowing again and a large, black dome appeared over their heads, stopping Penny and the Ursa in their fall. "HA! Who's laughing NOW—" CRACK! Michael's eyes bulged out of his skull the moment Qrow brought his foot up and kicked him in the groin from behind, a small, high-pitched squeak escaping his mouth as he fell to the ground.

Qrow retracted Harbinger back into its collapsed form and snickered at the young man writhing in pain. "Heh, now THAT'S a distraction—oof!" Unfortunately, he didn't take into account that the dome would disappear while Michael was incapacitated, leaving Penny and the now-dead Ursa to fall to the floor. The Grimm at least dissipated when it made impact, so it wasn't as bad as it would've been… but Penny was still pretty heavy. "Heh, thanks for the timely arrival, kid."

"No problem!" Penny saluted once again.

"Uncle Qrow! Penny!" The two craned their heads up to see Ruby and Weiss running toward them, both being pursued by Subdora. "Are you guys okay?!"

Penny smiled and waved to her best friend. "Salutations, Ruby Rose! I'm very glad to see you!" She then shifted her arm into her Floating Array blaster and aimed it between the two girls right at Subdora. "Here, let me take care of this!" Penny shot a single blast of green energy at the Merlinisapien, forcing her to flip away and disappear. "Hm, how disappointing!"

"No kidding." Weiss said as she and Ruby slid to a halt next to them. "Glad you all could make it here, though. We really needed the help."

Penny stood up, making Qrow grunt as she accidentally stepped on his back. "Of course! After all, it's what heroes do, right? Make timely arrivals to save the day?"

"Haha! You betcha!" Ruby laughed. "Now c'mon, we gotta get to Ben so we can go after—"

"Qrow!" Everybody whipped their heads around to see Ironwood chasing after Leonardo, the headmaster making a break for the front entrance. "He's getting away, come on!"

The drunken Huntsman grit his teeth and hissed; "Damn it!" He whirled around to the girls and sent them a nod. "Think you all can take care of things in here by yourselves?"

Across the way, Ruby and Weiss saw AmpFibian give Exo-Skull an intense electric shock before Rex swooped down on his Boogie Pack to use his Smack Hands to pick the rhino up. The EVO practically threw Skull into the nearest wall, leaving the girls to conclude that yes, they had this covered. "Yeah, we're pretty good here." Ruby nodded.

"Just get after Lionheart before he does anything." Weiss added.

Qrow gave them a thumbs up. "Good, I'll be back soon." He shifted his attention over to Penny and jabbed a thumb over his shoulder. "You with me, nuts n' bolts?"

"Aye-aye, sir!" Penny assured before the two booked it for the entrance, intending to work their way back into the fight outside.

…..

"I'm gonna crush you, Tennyson!" Exo-Skull hollered as he continued to fire off at the Amperi. "Now HOLD STILL!"

"How about no, Skull?" AmpFibian shook his head before noticing Rex flying right toward the mutant from behind. "Besides, I think you got other things to worry about." Using his intangibility again, AmpFibian flew right through Exo-Skull, activating his powers as he dove through the mutant's body. All at once, Skull's body convulsed erratically as the electricity coursed through him, making him holler in pain. In that instant, Rex activated his Smack Hands and bashed right into Exo-Skull throwing the mutant right into a nearby wall.

Rex hovered in place for a bit as he sent a grin toward Ben. "You good here, dude?"

"Sure am. Now we just gotta—" BANG! "GAH!" With a sharp pain suddenly wracking his back, AmpFibian fell out of the air and fell to the ground… right at Emerald's feet.

"Ben!" Rex made to fly toward his friend but was suddenly shot down from the air, courtesy of a blast to the wing from the now VERY angry Exo-Skull. Upon impact with the ground, his head hit the floor, effectively putting him in a daze.

"Yeah! That's what you get!" Skull was about to make his way over to Rex… but was stopped when he felt a couple of shots hit him in the back. He moved his head around to see Jaune and Pyrrha, both of them keeping their eyes locked on him. "Ugh, seriously?! I thought I got rid of you pests!"

Jaune furrowed his brows at the rhino man. "Yeah, we're not finished here, pal!"

Pyrrha shifted her rifle into its javelin mode, ready to get back to the fight. "Far from it! Now get over here and finish what you started!"

Emerald perked her head up and gave him an order; "I've got 'em, Skull! You go back to dealing with your brats!" With a frustrated grumble, Exo-Skull rounded back to Jaune and Pyrrha, leaving Emerald and AmpFibian alone again. The green-haired thief smirked and aimed her guns right at the Amperi's "face", all too happy at the result. "I've gotta admit, at one point, I dreamt of you being at my feet… but in a different scenario. But hey, right now, this is as good a compromise as any."

"My girlfriend's gonna be pissed if she hears that, ya know." AmpFibian retorted, inwardly smirking as he saw a certain head of blonde hair approaching them.

"And I'll kill HER, too… or Mercury since he really wants to kill her." Emerald shrugged. "Either way, you're both gonna die at one point or another. And when Lady Salem gives the go ahead for your death, I'm gonna ask her to let me do it all by my—"

"Heads up, BITCH!" From out of nowhere, Yang came running up from behind Emerald and jumped up, extending her legs out toward the thief with a… "DRACO DROPKICK!" Both of Yang's feet slammed right into Emerald's back and she was sent toppling forward onto AmpFibian, the jellyfish alien wrapped her up in his four main tentacles. He delivered an electric shock to her, which while not as intense as the one he gave Exo-Skull, was still enough to make her shriek in pain. The Amperi then floated up and tossed Emerald away, making her slide across the floor. Yang smiled to him and gave her boyfriend a thumbs up. "Nice double team, Green Boy!"

"Thanks, and nice ambush!" AmpFibian complemented. "You're getting REALLY good at those interstellar wrestling moves. Seriously, that was perfect!"

Yang blushed slightly and rolled her eyes. "Well, I had a good teacher… even if he WAS naked the whole time." She raised an eyebrow as a slight purplish hue came to AmpFibian's face. "…Though why do I have the feeling you could've gotten out of that situation by yourself?"

"Er… yeah. Yeah, I guess I could've… but I wanted to work with you on that one, hon."

"Aw, that's so sweet!" Yang was about to give Amphibian a kiss on the cheek before Gwen held her back.

"I wouldn't do that yet if I were you." Gwen warned. "Amperi's are ALWAYS coursing with electricity."

AmpFibian nodded in agreement. "She's right, babe. We'll have time for more… personal stuff when we get out of here." It was then that he noticed that Omen was strapped to Yang's hip, and that Gwen was eyeing the hole that Cinder, Rojo and Raven had disappeared into. "Well, I guess now's as good an opportunity as any to head down."

Gwen gave him a nod. "Exactly. If we don't leave soon, then that Relic is as good as gone."

"Hey, wait for me!" Ruby shouted as she and Weiss made their way over to the group. However, from behind the two girls, Subdora made herself visible again and began running after them. AmpFibian, Yang and Gwen were about to warn the two girls, but just as the Merlinisapien was about to close the distance, Rex suddenly jumped in front of her and activated his Punk Busters, sending her flying away.

Rex pumped a fist into the air victoriously. "Haha! Ya can't keep a good EVO down for long!"

Ruby smiled in appreciation. "Thanks for that, Rex!" The Hooded Huntress went back to the Tennyson cousins and her sister with a determined face. "You guys are gonna need all the back-up you can get down there, so I'm going with!"

"We'll handle things up here." Weiss assured. "You guys just get that relic!"

"Not if I have anything to say about it!" Emerald screamed as she stood up, clenching her teeth at the group. "We may not have our communicators anymore, but that doesn't mean I'm just gonna let you waltz in there like it's nothing!" She twirled her sickles around and began charging at them once again. "Tennyson! I won't let you get to Cinder!"

"Sheesh, she's determined, I'll give her that." AmpFibian reached up and put a tentacle up to the Omnitrix. "For her troubles, I'll end this quick. It's time for Four Arms!" He pressed down on the Omnitrix and the bright flash of green light returned, signaling another transformation. However, when the light faded again… the alien they saw was NOT Four Arms. After all, Rex, Gwen, Ruby, Weiss and Yang had to crane their heads down to see it.

This alien was probably only four and a half feet tall at the most, with a long torso, short, stubby legs, and rather lengthy arms and large hands that reached down past his knees. He wore a green jumpsuit with black edging on the straps that covered most of his upper torso, the exception being his long white arms. His face was mostly white, with the exception being a black line that went from each of his eyes and down his cheeks. The top of his head was entirely black, though, with three small fins adorning his scalp. The alien had two large, green sensory nodes on his shoulders and three smaller ones near his waist, the latter three protruding from his jumpsuit. The Omnitrix symbol was located on his head and his green eyes widened in utter confusion.

"What?! Ditto?!" His now nasally, yet somehow still raspy and high-pitched voice cried out. The Splixson did a double facepalm and threw his head back in aggravation. "I thought for sure I punched in Four Arms! Stupid watch!"

Gwen and Rex stared down at Ditto with deadpan expressions… but shockingly, all three girls from Team RWBY couldn't help but coo at the alien. "AAAAWW!" they all exclaimed.

"He's SO cute!" Ruby said with adoration.

"This HAS to be the most adorable transformation yet!" Weiss gushed.

Yang placed a hand to her chin as she smiled down at the Splixson. "I gotta admit, I still think your human form IS the cutest… but this one comes at a close second."

A blush came to Ditto's face as he rubbed the back of his head. "Ah… shucks."

Emerald crossed her arms, an amused smile coming to her face. "Alright, I'll admit, this one IS pretty adorable…" She then readied her sickles again as a big toothy grin came to her face. "But I'm still gonna stab ya!"

Seeing her eagerness to do said stabbing, Ditto slowly smirked back at her as an idea entered his head. "Oh really? Well then try your luck, sister!" He widened his stance and raised his arms up in preparation. "I can make whatever alien I'm given work, so I'm ready whenever you are!"

"Gladly!" Emerald belted out a battle cry as she and Ditto began charging at one another, the former bringing down her sickles to slice right into the Splixson. However, just as she did… something odd happened. When she made to cut into the alien's head, Ditto suddenly began to literally split down the middle, effectively dodging her attack… while multiplying himself into another Ditto. "W-Wait, WHAT?!"

"Whoops! Sorry!" Ditto One taunted.

"Try again!" Ditto Two grinned cheekily.

With a bit of a growl, Emerald made to slice at the Ditto's bellies… only for another Ditto to spawn from each of them, meaning that there were now four in total. "Haha! No luck!" Ditto Three laughed. "You're not as good at this as you thought, huh?"

"Maybe you should quit while you're ahead." Ditto Four quipped.

Emerald threw her head back and yelled; "GAH! What the hell?! How are you doing this?!"

"The name's "Ditto", duh!" Ditto One said before himself as well as Dittos Two, Three and Four all began multiplying again. By the time they had stopped there were twelve Dittos, and they were all surrounding Emerald in a perfect circle. "And when it concerns us, the most dangerous weapon… is MATH! Get her!"

All at once, the Dittos began to dogpile onto Emerald, latching onto her arms, legs and torso while forcing her to fall to the ground while wrenching her weapons out of her hands. "Gah! H-Hey! Get off of me!" Emerald protested as she tried to punch and kick the Dittos off of her. "This is SO unfair!" Finally, she managed to get in a lucky kick at one of the Dittos, slamming him right in the stomach and forcing him off of her.

The moment she did that though… all of the other Dittos recoiled in pain, halting their assault. "GAH! Jeez, seriously?!" Ditto shouted with a slight glare at Emerald. "How would YOU feel if we kicked you in the stomach, huh?!"

Emerald was bewildered by the mass recoil for a few seconds before a devilish smirk came to her face. "Ah, so you guys all feel the same pain, do ya?!" She took the opportunity to pull her arm out of one Ditto's grasp before elbowing him in the face, knocking it onto its back while making all of the other Ditto to recoil in pain again. Emerald shot up and scooped up the Ditto she hit, wrapping her arm around his neck and lifting him up off the ground. "Let's see how you like this!" The green-haired thief began socking her new toy in the stomach, which immediately sent the other Dittos to the ground clutching their stomachs. "Haha! I could do this all day!"

Yang was about to rush forward to help her boyfriend, but Gwen held her back, shaking her head while pointing to the Ditto that Emerald had in her clutches. Said Ditto was able to work his way through the pain and reached his arms up to grab hold of Emerald's, pulling his head up while clenching his teeth. "Oh yeah?! Well so can I!" Suddenly, four more Dittos sprouted out from him, taking Emerald by surprise while breaking her hold on him. The combined weight was enough to send her sprawling back onto the floor, with all five Dittos glaring at her. "Okay, NOW it's personal!"

The Blonde Brawler pumped a fist. "Yeah! Way to go, babe!"

"W-Wait, sto—AGH!" Emerald was cut off when another Ditto suddenly flopped down onto her stomach, knocking a bit of wind out of her.

"Haha! Alright, time for some payback!" the Splixson laughed. "Help me out here, guys!"

"Well let me help you!" Another Ditto shouted.

"And let me help you help me!" Yet another Ditto added as the cycle began to be put on loop, with ALL of the Dittos getting a turn to jump on Emerald's stomach. To keep her in place, four Ditto had to keep her limbs pinned… and even THEY got a turn after switching with another Ditto. Gwen, Rex and the three girls from Team RWBY tried desperately to hide their laughter as each Ditto got a turn, knocking all of the wind out of Emerald before they collectively ended their onslaught with a… "DITTO PILE!" All at once, all sixteen Ditto jumped up high into the air and came crashing down onto Emerald, trapping her in a large, green, black and white pile. That was all it took for the five onlookers to erupt into laughter, with Ruby falling into hysterics as all of the Ditto reconstituted into one. He crossed his arms and smirked down to Emerald, her eyes having glazed over. "Had enough?"

"Uuuuuuh." Emerald groaned.

"I thought so." Ditto said before a flash of light transformed him back into Ben. "This was fun, Em! Thanks for the entertainment." He walked back over to the group and peered down at Ruby, quirking a questioning brow to her. "Alright, Rubes, time to get serious again."

"Hehehe, okay." Ruby giggled as she got up. "But my gosh, that was hilarious!"

Ben gave her a small shrug. "Yeah, Ditto's usually a riot. Now c'mon, we gotta get to Raven." He craned his head over to his cousin. "Gwen?"

Gwen smiled and held up her hand to the hole. "On it." The Anodite created a large mana platform that was about as big as the hole's diameter, allowing them to go down safely. "Everyone who's going down, hop on." Ben, Yang, and Ruby all proceeded onto the platform, with Gwen herself stepping on last. "Next stop; the Vault of the Spring Maiden."

Rex sent them a thumbs up. "We've got things covered here, guys. No te preocupes."

"Exactly." Weiss supported. "Just make sure you all come back safe, okay?"

Ben sent them a salute, with Yang doing the same while Ruby and Gwen offered a small wave. "We will guys. And trust me, we'll be back with that relic." As Rex and Weiss went back to the battle, the hero turned to his cousin and pointed downward. "So, going down?" With an affirming nod, Gwen began to steadily lower the platform into the hole, the four quickly descending into the levels below Haven Academy.

As they did, though, Emerald had gained her second wind and began to get up, glaring at the hole in contempt. "Cinder… crush them, please."

"Emerald!" The green-haired girl snapped her head up to see Mercury sprinting over toward her… with blood trailing down his face. "Are you okay?!"

"Y-Yeah, I'm fine." Emerald got up and got right into Mercury's face, inspecting the wound on his forehead. "Ugh, but I don't think YOU'RE that okay."

The silver-haired assassin gave her a shrug. "Heh, just a scratch, don't worry." His eyes then moved over to the hole. "So… some of the heroes got away, huh?"

Emerald gave a nod, her face etched with irritation. "Yes, but I'm afraid we can't worry about that right now. Cinder and Rojo WILL take care of them, whether they know about 'em or not. Right now, we need to regroup." She whirled around and called over to Michael. "Morningstar! Come with us and let's—" Her eyes widened when she looked to where Michael had been laying on the ground… only to see no one there. The energy vampire was gone. "…Shit."

…..

A/N: And there you have it! The Battle for Haven has begun and it seems that both sides are giving it their all. Cinder has played her hand with threatening Vernal's life to get Raven to cooperate… but as we all know, the Spring Maiden probably won't be so willing to actually open the vault doors when they get there, especially with Ben, Yang, Ruby and Gwen on the way. And see? I TOLD you guys that Kevin, Ilia and Penny would be coming back in a big way! We'll actually be focusing more on the fight outside in the quad next chapter, but I'll save that for the "Next Time" bit. Of course, we got another fight between Yang and Mercury (won't be their last) and a bit of a confrontation between Michael and Gwen (a bit of a tease as to what's to come later in this battle). And hey, Rex saved Weiss from being stabbed, so there's another bit of a change from canon… but how will Jaune unlock his Semblance this time around? Well, we'll just have to wait and see.

But as you can see, we're getting some different aliens this time around from Ben! I've been hearing you guys when you say you want more variety in Ben's transformations aside from the usual Diamondhead, Rath, Four Arms and Swampfire, so I decided to go for AmpFibian and Ditto this time around! Also, I tweaked Ditto's outfit a bit, if you couldn't tell. It's not exactly like Omniverse Ditto's outfit, but I wanted him to at least have a bit of a different look from his 10-year-old version since that's largely what I based his appearance on here.

Alright, so… NEXT TIME! We take the fight outside for a bit as we check in with the group out on the quad. And while the teens THINK they've got the Grimm on the ropes, Viktor surprises them with a second wave that he's been keeping under wraps. Seeing this, Kevin decides to take the fight to an explosive new level as he uses a new type of Dust… one that may have some unusual side effects. At the same time, though, Qrow and Ironwood are still pursuing Lionheart, which Sun and Neptune are more than ready to help them out with. Can the team work their way through this chaos on their own? Or will they need a little… extra help? Thanks for reading guys, and I'll see you all next time! Stay safe out there!