I've had a streak of nightmares, so I felt like writing something less cheerful.

This is primarily a RWBY fanfiction. You don't need to know much about H.P. Lovecraft to read this.

This is a hobby, this story is free, and if you don't like it, no one is forcing you to read it. Enjoy… or don't. That's up to you.

Jaune Arc, dressed in a fine tux, leaned over the railing with a glass in hand, staring down at the tightly packed dance floor with what had come to be his usual expression of longing. Below were dozens of couples engaged in a slow ballroom dance to the classical tune played by some musicians nearby. Jaune's eyes went to Weiss, whom was dancing with a handsome stranger her age. She seemed as indifferent to him as she did her last partner. "Kinda' reminds you of the dance at Beacon a while back, eh?" Jaune said with a sigh, "Cept' we're on a luxury cruise and Weiss isn't sitting off to the side… and I'm not wearing a dress…"

"No punch bowl to hide behind too." Ruby said beside him. In contrast to Jaune and his tuxedo, she was dressed in the hoodie and boots that she often fought in. Her look of mild disinterest at the dance below brightened a little as she held her glass of milk to Jaune. "So to the…" her voice trailed off.

"The socially awkward?" Jaune chuckled and returned a smile. Sometimes it felt like talking to a boy instead of a girl with Ruby. "Alright." Jaune and Ruby tapped their wineglasses together, which were filled with root beer and milk respectively, and didn't bother taking a sip after pulling their arms back. "So why are you hanging out here?" Jaune asked quickly.

"I go where my team goes," Ruby said with a shrug, "You know I don't care for dancing, but Weiss insisted that we came. I mean, all eight of our tickets for this cruise were paid for by her father. I wasn't gonna' say 'no'." She looked over at her older sister Yang, whom moved with more energy and switched partners more frequently than anyone else on the dance floor. As full of energy as she always was, she probably just wanted an excuse to move. Blake merely watched from within the crowd that surrounded the dancers. Though she had gone as far as to put on a dress, Ruby couldn't see her dancing with anyone but Sun Wukong. He along with Neptune had returned to Haven Academy after the Vytal Festival ended.

"It's not like anyone had to choose dates to bring." Jaune said as he watched Weiss thoughtfully, "They're all just dancing with whoever… maybe I could…"

Ruby studied Jaune, not that it wasn't obvious what he was thinking. Everyone knew he had been crushing on Weiss since they first met but she always shot him down, harshly. "Uh… what about Pyrrha? I'm sure she'd like to dance with you."

"I asked her a minute ago, but she just cracked up and said she forgot to bring a dress."

"Oh…" Ruby looked away, trying to think of another alternative. Jaune was her friend and she didn't want to see him dismayed at getting rejected yet again. Ruby certainly wasn't going to do it herself. She couldn't dance and she hated dancing. Maybe she could talk her sister into it…

"You know what." Jaune said with a hint of forced courage, "I'm just gonna' go for it." He recoiled from the rail and headed for the staircase behind them as a worried Ruby looked on. Jaune took a deep breath when he reached the dance floor. "Okay, I don't need to fake my confidence. No ridiculous schemes, no pick up lines. Just talk to her." he murmured, brushing his hair and clearing his throat. He gently pushed through the crowd surrounding the dancers, stopping when he had a clear view of Weiss. Her gorgeous silver hair flowed and her long, fit legs practically shined as she and the man with her waltzed over the floor. Their pace slowed and the stranger tried to kiss her but he was stopped by a painful kick to the shin. Weiss was somewhat tomboyish, as her off-center ponytail suggested, but she still most certainly enjoyed being graceful. She turned away from her dance partner to find Jaune standing before her. "Hi!" Jaune said to her, nervously holding a hand forward, "So, Weiss… may I…" he tried to force a smile, awkwardly making it a little too wide, "May I have this dance?"

Weiss just stared back with a very unimpressed look on her face. "I've done enough dancing for one night." She walked passed him.

Ruby, still watching from the railing, shook her head. "At least she wasn't too mean to him this time." She was about to turn and walk away when she noticed someone else approach Jaune.

"Pyrrha?" Jaune sounded surprised.

"Jaune." Pyrrha said warmly. She was wearing a plain pink dress that dropped to the knees. It didn't match her long fiery red ponytail like the dress she had worn to the dance at Beacon. "Nora let me borrow this. I don't really care that it doesn't fit." she said half-laughing.

Jaune smiled and held a hand forward. "May I have this dance?" he asked in a fully relaxed, gleeful tone. Pyrrha happily took his hand.

Ruby smiled at them and turned to leave the room, as standing around watching for so long had made her restless. After passing through some fancy hallways and a double door she came out onto the main deck. It was nighttime right now, and it was completely pitch black above. Only the light through the windows made it possible to see. For about ten minutes she paced back and forth in the cool breeze.

"Something wrong?" came Yang's voice.

Ruby turned around to find her older sister staring at her from in front of the double door with a concerned look on her face. "I just needed some fresh air." Ruby said tiredly, "I wasn't expecting to find another masked super-villain but you never know." she added with a bit more energy.

"Well at least you're in better spirits than Blake." Yang said somberly.

Ruby sighed. "Let me guess: she's grumpy over 'wasting time' on this boat isn't she? We're only here Friday through Sunday. We-"

Yang brought her hand up to make a 'stop' motion. "That's the thing. She's actually been trying to relax but she just can't. She seemed tired yesterday, but now? I think she looks worse than when she was obsessing over Torchwick and the White Fang."

Ruby remembered that time when Blake wouldn't eat and barely slept. "I know from earlier today that she still eats. Does she still sleep? Our 'day offs' are too few and far between to pass up the extra rest."

"As far as I know, she does."

Blake and Weiss walked out from the double doors and approached them. "What could you two possibly be up to out here?" Weiss asked hotly.

Blake's eyes were sunken in and she looked absolutely miserable. The bow the hid her cat ears twitched a little. One could guess that being a faunus meant that she had good hearing. "I think they were talking about me." she said in a hoarse whisper.

Ruby and Yang turned to face them. "Blake," Yang began, "We went on this vacation because we were all exhausted, you most of all, but you don't seem to be getting any better. Just you. We're starting to worry."

"Well don't." Blake sighed with her head lowered. "Look, I'm not getting hung up over the Creatures of Grimm or the White Fang. It's just that every time I try to sleep, I keep getting these strange dreams."

Dreams? It was the last thing Ruby had expected. None of them had been brought low by something as trivial as a nightmare before. "What sort of dreams?" she asked.

Blake shrugged and shook her head. "I don't really remember much from them. There was this… place of stone… and I could hear… a voice, except it wasn't a voice. It's like a gross sensation you can interpret as a phrase. It kept saying, ph'nglui mglw'nafh…" She paused and tried to recall the rest of it.

Ruby recoiled upon hearing the strange words. They sounded pretty definite for what was supposed to be unintelligible gibberish. Atop of that, she would probably need a few minutes to practice the right guttural sounds to pronounce them correctly, and yet Blake, despite her fatigue, had done so expertly as if it were part of a language she was fluent in. "Some dream…" Ruby muttered.

"It's probably nothing." Weiss said with confidence, "You see, the left hemisphere of the brain handles things like logic, time, and reading." Her had waved back and forth for each trait she mentioned. "It all shuts down when you go to sleep. It's why time flies when you dream and why stupid stuff feels completely natural." She glared at Blake. "Are you positive that you're not stressing over anything?"

"I promise you, the only thing that's been bothering me for the past week is my lack of sleep." Blake said regretfully. Surprisingly she wasn't very grumpy for how tired she looked.

Ruby considered asking about the rest of the phrase Blake had heard in her dream, but decided not to make her think about it further. She turned to look out toward the ocean that surrounded the boat, but she could see nothing. She knew there was water and crashing waves out there but it looked as if there was nothing but an endless abyss, the edge of the world.

XXX

Ruby awoke with a big smile on her face feeling as rested as could be. She certainly hoped that her teammates had as good a nap as she did, especially Blake. She looked around the rest of their small room, which was only big enough for their four beds and luggage, bathroom aside. For the moment, the bathroom door was closed with the sounds of someone taking a shower in there. Seeing as how Weiss's bed was the only one that was empty, Ruby guessed it was her. Whatever the case, Ruby climbed out of bed to get dressed and it was perhaps due to her stirring that Yang and later Blake woke up as well. "So Blake, how are you feeling?" Ruby asked, feeling relieved that her friend had broken her streak of sleepless nights. Ruby's smile faded when she got a better look at Blake's face. She didn't look as tired as she were before, but she looked… tormented. That was the best word she could think of to describe it. Judging by her soaked bed sheets she had been sweating, a lot.

"I just had the worst, worst dream ever… of all time!" Blake growled as she sat upright.

"Hey… uh… at least you… dreamed, right?" Yang said with forced optimism.

"I guess." Blake said as she fell to her back and lied down again. "I think I was just so sleepy that I couldn't wake from it this time."

Ruby didn't know what to say. Last time Blake was like this, she was working herself to a self-destructive capacity. It wasn't like she could tell her to stop having nightmares. "Do you remember any of it?" asked Ruby, "Any sounds or images fresh in your mind?"

"All I remember is wanting to wake up so badly, and I can't even remember why." Blake grimaced. She got out of bed and stretched. "If it bothered me that much, I'd say it's a blessing that I don't remember." She let out a long groan of relief as she loosened her joints up.

XXX

Ruby, Weiss, Blake, and Yang departed from their room not a moment after they were all dressed in their standard outfits and ready for the day ahead. Ruby didn't want to waste any time, and although she didn't bring that cumbersome 'Best Day Ever Activities' binder, she was certain that they could have the best of days now that Blake wasn't feeling so beat. Finding relaxation on their brief vacation wasn't just about rest, but also cutting loose.

Their day started and proceeded to be as carefree as they had hoped. They met up with Jaune, Nora, Pyrrha, and Ren in the room next to theirs then headed to the dining area for breakfast. The food was fresh and tasted very good, especially for being all-you-can-eat. Nora catapulted small bits of food from her spoon at Yang whom would catch it in her mouth, a game they first started back at the mess hall in Beacon, though they reluctantly stopped when Weiss demanded so. Jaune seemed to have gotten used to the up-and-down motions of the ship on the tide, a big improvement over his constant vomiting from when they first got on board yesterday. Only Blake didn't have a smile on her face, and though maintaining a stoic expression was normal for her, looking utterly depressed was not. Ruby's blissful mood was somewhat shaken when Yang privately told her that Blake had been mumbling in her sleep like she were 'trying to summon the forces of darkness into their room' all last night. After finishing breakfast, the two teams split up to do as they wished. Ruby and Yang wanted to play in the swimming pool on the top deck, Ruby in her plain-looking one-piece bathing suit and Yang in her sexy two-piece. It was only partially cloudy and the sun was shining through so it seemed like an ideal activity. Weiss and Blake however weren't interested, and so they went their own way. Apparently there was some karaoke contest going on and Weiss knew that she had a great singing voice. Blake simply wasn't concerned with doing anything and just took walks around the ship to clear her head. When it was lunch time they all returned to the ship's dining room where they quickly found Jaune, Nora, Pyrrha, and Ren again. The two teams sat at opposite sides of a rectangular table facing each other.

"Third place?" Jaune said leaning forward in disbelief, "I never pictured you getting anything but first in a singing contest, and definitely not third."

"Third place is… respectable considering there were sixty entries." Weiss said irritably with her head held high. She was obviously trying very hard to pretend that it didn't bother her. "Second place was a timid boy that didn't think he could sing well. He was actually pretty good, no self-confidence though."

"Who placed first?" Jaune asked.

"Some dumb pretty boy with the voice of a claw on a chalkboard." Weiss sneered, "He only won because the judges were his parents. He even had the audacity to say he could 'show me how to do it right'."

"Sounds like you've had an eventful day so far." Yang said.

"It would be nicer if we spend it together…" Ruby whispered to herself regretfully. The glass chandeliers above each table gave a rattling noise as the ship suddenly shuttered.

"Odd." Pyrrha said as she looked around wonderingly.

"So what did the two of you do?" Jaune asked Ruby and Yang.

"Eh, nothing major." Yang replied, "We were just playing at the pool."

Ruby gave a half-shamed, half-amused laugh. "I wouldn't call breaking the diving board 'just playing'. They kicked us out for that."

Yang pointed her index and pinky fingers up making the 'horns' hand gesture. "Totally worth it." she said with a grin. The room was starting to get noisy from all the people hurrying towards the doors and out onto the deck. Many of them had cameras.

"Guys?" Blake butted in.

"Yeah Blake?" Ruby said in good spirits. She thought it was nice to see that her friend was returning to her aloof, mellow self again.

"I think the ship's engines just stopped," Blake said pointing to the crowd massing along the railing overlooking the side of the ship, "and I think they're looking at the reason why." Teams RWBY and JNPR made brief glances at each other before getting up and scurrying toward the deck. The sky had turned to a foreboding orange color. Odd, considering how it was only the late afternoon.

Ruby climbed onto the railing, leaned over, and looked straight out into the vast ocean. "I don't see anything." she said.

"It's toward the front of the ship, you dunce." Weiss said. She was also bent over the railing, but her attention was turned to the direction the ship had been heading like everyone else.

Ruby turned her head but wasn't sure what to make of what she saw. It was very far off but she could make out the beginning of land… no, it was a massive stone wall… no it was the edge of a city made of stone. It stretched to the left and right further than the eye could see and was entirely a rotting brown color. "So is this a part of the cruise I didn't know about?"

"The engines were cut off in an instant." Pyrrha said, shaking her head with unease, "I don't think this stop was planned."

"That place looks huge, but it doesn't appear on the map." Ren said looking at a brochure. It was perhaps the first time Ruby had heard him speak since they got on this boat, being the one person that was quieter than Blake.

"You know…" Jaune whispered to Ruby, "There's an air transport kept under that big blue tarp near the back of the ship. If we could talk to the ship's captain, you know, tell him we're hunters-"

"Jaune, I'd rather we stayed on the ship." Pyrrha butted in.

"Huh? Why's that?" Jaune replied

Pyrrha just stared back with a worried look, trying to come up with a good answer. "Call it a bad feeling. I just don't like the look of that place."

"What? But Pyrrha-"

"Our team will see to getting a closer look at that place." Blake said boldly. She glared at Ruby. "Aren't we?"

"Uh…" Ruby was taken aback by Blake's fierce stare. It didn't look like she would take no for an answer, and she seemed determined enough to just steal the air transport Jaune had mentioned if the ship's captain turned them down. "Yeah." Ruby said with her usual cheerfulness returning, "Team RWBY will check it out!"

XXX

Ruby felt the transport slow as it drew closer to its destination. To be exact, the transport was a Bullhead, like the one Torchwick got away on the first time she had seen him. The cruise ship's captain had been more than happy to let the four huntresses investigate the strange area in front of the ship, as he also wanted to know what in blazes it was supposed to be. Ruby was less curious about that and more worried about Blake. Why was this such a big deal to her friend?

"We're touching down now. Just be back before sundown." the Bullhead's pilot shouted from the cockpit. The Bullhead landed onto a flat area that was something like an oversized sidewalk with the ocean on one side and the strange structures on the other. Not the structures nor the 'shores' of this crusted rock could possibly have been natural.

Ruby, Weiss, Blake, and Yang leapt off the side of the Bullhead and onto the ground. The ground was putrid with the carcasses of decaying fish and other less describable things protruding from the nasty mounds of mud. It was clear now that the rotting brown color of this place was not the stone, but rather the thin layer of dead moss that covered much of it, likely grown while it had been underwater for a long time. The idea that the ocean might rise again wasn't too much of a concern, as there was a good twenty-foot drop from here to the ocean behind them. They weren't planning to stay for very long.

"It's not too wet, maybe a little soggy." Weiss said tapping her shoe on the moss, "This place must have risen to the surface no more than four days ago."

Blake raised an eyebrow at that statement. "Four days…" she whispered to herself.

Ruby tried to move but the orange sky above and dead brown moss below made her feel dizzy. She fell to her knees and found herself staring at a cluster of strange plants growing from the ground. They had a tan leathery texture and were shaped like cucumbers standing upright. There were more like them growing along the walls ahead. "Mushrooms are truffles, sprouts are Brussels. What are these supposed to be?" Ruby mumbled. She grabbed the photo camera that had been hanging from her neck on its strap like a necklace and took a picture.

"They're no seaweed I've ever seen." Yang said uncomfortably.

Ruby looked up at the structures before her and decided that this most certainly was a city, but the architecture was more bizarre than anything she ever could have dreamed up. No two buildings looked the same and all of them were slanted in angles that didn't make sense. "To… adventure?" she said, trying in vain to sound optimistic. Team RWBY ventured though one of the gaps between the structures and moved deeper into the city. It was hard to shake the feeling that this place was… alive… and that it knew they were here.

"Maybe we should ready our weapons, just in case." Blake said as she brought out her weapon, a short blade that could turn into a chain scythe called the Gambol Shroud.

"Don't be silly, Blake." Weiss said, "Do you honestly expect to find Grimm here?"

Blake shrugged and slowly put her weapon away. The city's walls rose up high giving a claustrophobic feeling like being trapped. There were other paths to take but no matter which way the huntresses went, the scene would go between long narrow pathways and wide open expanses with no pattern, much like a maze only without the dead ends. To make things worse, everything was shaped so strangely that it felt disorienting just to walk by it.

"The guys that made this place must really hate right angles." Yang had said. At the center of the open areas were tall monoliths with disturbing hieroglyphics carved all over them. It was difficult to make sense of any of them, but each seemed to depict some kind of squid or octopus symbol that was either being worshiped by men or consuming them. Come to think of it, while some of the smaller characters resembled humans, there were others that were clearly meant to represent something else.

"This is creepier than Jaune's smile yesterday." Weiss said as a chill went down her spine, "This place is so confusing. The way it's all shaped is just… wrong."

Ruby put a hand on Weiss's shoulder. "We'll figure it out. If this place was made by intelligent beings, their design has to follow rules." Ruby looked around, feeling doubtful of her own words. "Rules don't have to make sense, they just have to be consistent." she added.

"This all fits…" Blake said as she stared up at one of the monoliths, "My nightmares from the past four days, the familiar stone, these symbols. I've been dreaming about this place."

Ruby turned to speak to Blake but could only stare at her. She wanted to ask how that could be possible, but she could just as easily point at anything and ask the same question. The team continued on for some time with Yang in front and Ruby taking countless pictures of everything. Blake didn't seem as interested in this place since the monoliths and Weiss was the most disgusted by what they had been seeing, still their curiosity carried them forward.

"Guaaah!" Yang yelped as she nearly stumbled. Even though the ground ahead looked flat, she slowly moved forward with her hands out like a clumsy girl in a pitch-dark room. "This feels weird!"

"Yang? What are you-" Ruby began, but fell over when she tried to follow. She, Weiss, and Blake stared at the path ahead with mouths hanging half-open. The pathway seemed to twist with the walls becoming tilted floors and ceilings, something they had seen before but nowhere near to this extent. There was still definitely a sky, but it was hard to judge if it was 'up'. The three of them tried to catch up to Yang but it took a minute to get used to the increasingly freakish geometry. Weiss looked like she was going to throw up. It didn't seem like anything magical was at work and Ruby could tell when she closed her eyes that the laws of physics were no different here. The architecture here was just so different that the human mind had trouble processing it.

"It can't be of this, or any sane world." Weiss said as they came to a clearing. Before them was a cavernous area with a kaleidoscope of structures they couldn't put names to, though they could at least recognize doorways, so that was something. It was hard to be sure which way was up, down, left, or right. Even their view of the sky seemed… sideways, as impossible as that sounded.

"Whoa! Whoa! Vertigo!" Ruby shouted, with her hands on her head. Yang moved ahead of her and started up a staircase, or rather an unrecognizable structure that seemed to serve the function of a staircase. From this angle it looked like she were walking along the ceiling even though she had moved straight ahead. Ruby carefully put one foot forward but tripped again over some masonry. Lying there she inspected the spot that caused the mishap and discovered an angle that was acute but behaved as if it were obtuse. By all rights this city of optical illusions should have fascinated her, but for some reason she was more horrified than astonished. It wasn't the strange otherness that this place evoked. It wasn't the possibility of getting lost and remaining trapped here until the ocean claimed them. It wasn't even that horrible rotting smell. She didn't know how but she could feel something of indescribable enormity from deeper within the city, the heart of the city, and it also stretched to endless bounds below. It wasn't anything she could see, hear, or smell, but she was sure that she could close her eyes, spin around, stop, and then point straight at it. It was like she were smelling it with her mind instead of any of the five senses.

"This place just keeps getting weirder and weirder." Yang said with an uncharacteristic fear in her voice.

"Not weirder. Worse." Ruby said just as nervously. Every bad detail of this nightmare corpse-city was indeed getting worse the further they went in. She had never been this unnerved in her life. It felt like there were a million eyes watching them, and if the foul odor of fish had been bad before, it was maddening now. She could only imagine how it was for Blake, whom as a faunus boasted the strongest sense of smell in the group.

"I think that's enough." Weiss said anxiously, "We should start heading back."

Yang nodded in agreement. "Yeah, we've been exploring this place for about three hours. I'd say it's time."

"Hold on." Blake said and pointed to one of the buildings ahead. It was the biggest one in the area and the grand staircase, if it could be called that, leading up to the huge doorway suggested that it was of some importance. Through the entrance they could see a number of small objects littering the floor. Were those books? "That one over there. I'd like to take a look in there before we go."

Ruby shrugged and said, "Well, it's right in front of us. It couldn't hurt." Yang and Weiss looked at each other hoping that the other would object, but neither spoke a word. Given that this area was an assortment of platforms complemented by bottomless pits, they had to utilize parkour to get around. A few times they would fall in different directions when jumping from the same ledge, or at least it looked that way. Everything about this place shattered their fundamental understanding of the world.

"This ring of the city must have been built for an aristocracy or as a center of worship." Weiss told them along the way, "It would explain why the 'bizarrchitecture' is so exaggerated here."

Ruby thought of the monoliths from before. "I'd go with the latter." she said, "The buildings around here seem more like temples than mansions." Upon reaching the building they wanted to check, they found that the stuff covering the floor were indeed books, but any they picked up and opened were too soggy and ruined for them to make out its contents.

"And this must have been the grand library." Blake said. Unlike nearly everything else they had seen since getting off the Bullhead, they actually could put a name to what this place was. The interior was pretty much what one would expect a grand library would look like, root and decay aside. Huge shelves, some filled and some empty, stretched nearly a mile ahead and hundreds of feet up.

"We should check if any are still intact." Ruby ordered the team, "Maybe we'll find a history book." The four of them spread out to look through the piles of leather-bound books. Further ahead there were mountains. For a while they just checked through one after another but were met only with smears caused by water damage.

"Every last one of these smelly books are unreadable." Weiss said as she tossed another aside.

"Check the ones on the shelves. Maybe those ones are in better shape." said Blake.

"Nope, they're washed-up too." said Ruby.

Weiss sighed and continued the routine of picking up a book, opening it, then tossing it. Eventually she came to one that she couldn't help but stare at for a while. It was no less damaged, but there was something familiar about it. She looked from it, to the last one she discarded, then around at all the ones surrounding her. Her expression lit up as if something dawned on her. "Ladies, Ruby," she said, implying that Ruby was her own category, "haven't you noticed anything odd about these books?"

"What are you talking about?" Ruby asked as she flipped through another book, "They're the only normal things we've seen so far."

"I don't know about that," Weiss said, "but compare the one you're holding to another one, any other one."

Ruby looked at the one she held and only saw a book. She look at a nearby pile of them and only saw more books. "Uh… what am I supposed to be seeing?" she asked.

Weiss rolled her eyes and continued. "Every last one of them is the same size, the same thickness, the same everything. They're all copies." She knelt down, laid two books on the floor, and opened both of them to their first pages. They were smeared in different ways, but it was clear enough that it was the exact same text that had been smeared.

"So they filled their library with five-hundred thousand of the same book?" Yang said dumbfounded, "They must really have wanted it to be a best-seller."

"I don't think this is a library at all, Yang. I think the purpose of this place was to make imitations of…" She pointed to the one book that seemed different from the rest, sitting on a pedestal at the far end of the building. "That." The four of them approached the unique book and stared at it. The cover was not made of the leathery material that defined the others, but of a thin, solid, dark-green stone… or was it a metal? They couldn't decide what kind of material it was. They could however tell that the rims and the octopus crest on the top were made of gold. Blake was the only one willing to touch the accursed thing. She opened it and slowly flipped through the pages, each one displaying satanic engravings that depicted unpleasant creatures, designs, and rituals. The pages were thin and flexible but definitely not made of paper, and in spite of their perfect condition, the runic letters were indecipherable to the huntresses.

"We should get this to Ozpin." Blake said as she closed the book, "If there's anyone familiar with this language, he'll call them up."

"You mean like an archeology guy?" Ruby asked, scratching her head.

"I think we should leave it." Weiss quickly objected.

"Leave it?" Blake faced Weiss with a look of hostility. "We traveled for hours to get here, and by tomorrow this will all be under water again. You're seriously suggesting that we leave empty-handed?"

"Yes. Let the crazy here remain here." Weiss responded harshly.

"We know next to nothing about this place!" Blake shouted back, "This book may-"

"That's exactly why we shouldn't be touching it! It might be dangerous!"

"Right, so you suspect a book could be dangerous?!"

"After all we've seen here, would it really be a stretch if it grew limbs and attacked us?"

"Right, this is coming from the person who called me silly for suggesting that we ready our weapons."

"That was different!"

Ruby looked from Blake to Weiss as they butted heads. This city had to be the greatest discovery in generations, but was it better to leave it in the past? Weiss had always been one to support a rational explanation. Seeing her do the exact opposite now spoke volumes of how badly she felt about this. Then again, if this place was so dangerous it would pay to know more about it, and Blake was right about this being their only chance at grabbing the book. Ruby moved between her friends to break up their argument. "We'll take the book," she said sharply, "and if anything bad happens, we can handle it."

Weiss eyed Myrtenaster, the rapier that hung from her waist. Sure she dressed like a princess, but she most certainly was not weak-kneed. They could handle it. She gave a long sigh and said, "Alright, fine."

Ruby took the book and stuffed it into the bag she had been carrying over her shoulder. Her blood went cold when she saw something at the corner of her eye. There was someone standing in the doorway watching them, though it was too tall to be a man. Ruby gasped as she turned to look, but whoever had been there was now gone.

"What?! What is it?!" Yang cried as she swung around to face the entrance.

Ruby stared long and hard at the doorway. "I really hope it was my imagination."

XXX

Team RWBY left the library and began heading back the way they came. Without any words between them, they just quickened to a pace suited for outrunning something. After navigating over the platforms and taking the narrow pathway that should have led to the not-quite-as-confusing maze, they found themselves in a large clearing they didn't recognize.

"I think we took a wrong turn…" Yang said. Her last word 'turn' echoed and took a while to fade out.

This area was by far the largest they had seen yet, like a cliff side overlooking a chasm of unimaginable bounds. There was a clear, open view of the dark-orange sky like that of a stadium, the wind was incredibly strong here, and… the huntresses froze with their eyes wide at what they saw. It towered over everything else like an excessively wide skyscraper and its base lay further down the chasm than they could see. It reminded them of a great barn-door, or at least they all felt that it was a door due to the ornate lintel, threshold, and jambs around it, though it lay slantwise like an outside cellar-door. It was carved with astonishingly great detail, strongly resembling the front cover of the strange book they had taken, even including that squid symbol at the center. They simply didn't notice the door right away because they had taken it for a huge wall. The most jarring detail about it was of course its size. If one hundred of the cruise ship they had sailed here on were all lined up, one in front of the other, it still would not match the width of the door.

"You could fit half the kingdom of Vale through that!" Weiss said incredulously.

Ruby brought up her camera and took a number of pictures of the door. Even at this distance, it was too big to fit into a single shot. "Yang, you got the compass. Which way to the Bullhead?" she asked, eager to leave. She knew it could be no coincidence that the thing she had been 'feeling' with her mind was behind that door. She absolutely did not want to find out what it was. The book was enough.

"Umm, let me find it real quick." Yang said as she felt around at her pockets.

Ruby found herself tapping her heels rapidly in anxiousness. The sky was beginning to darken. "C'mon, we really gotta' go!" she wailed. The sense of that thing behind the door suddenly intensified tenfold and began pulsing. "Ahh!" she squeaked as she put both hands to her head and felt it pounding. As nauseating as her headache was, it seemed to be much worse for Yang, even more so for Weiss, but it was by far the most horrific for Blake.

Blake collapsed. "As if the smell wasn't bad enough!" she cried, curled up on the ground. Suddenly as quickly as it had come, the sensation suddenly just stopped. The huntresses took a minute to get up and collect themselves. "That felt as bad as… my dreams." Blake said as soon as she were able to stand.

"On the bright side," Weiss said as she wiped away a tear, "I know I'm not going mad if you all felt that as well."

"Maybe we've all gone mad." Yang said gravely. She had meant for that to be a joke, but it did not come out right.

"Yang, the compass?" asked Ruby.

"Oh, sorry sis." Yang pulled out a compass and stared down at it. "The Bullhead should be…" She raised a hand to point. "That w-" Her eyes widened when she found herself pointing straight at a living breathing creature in front of her, the likes of which she had never seen before. It was a mess of decaying flesh with arms and legs of different lengths and tentacles in place of a face. "Gals?" Yang began flabbergasted, "Tell me I'm not the only one seeing th-"

The creature suddenly screamed at them like a Banshee, not in fear, not in anger, but in excitement. The huntresses covered theirs ears and couldn't hear their own screams of agony. Their eardrums continued getting obliterated until Blake struck the creature with her chain scythe from where she stood, horizontally chopping it in two and shutting it up.

"My nose, my brain, my ears! I've had enough!" Weiss shrieked bitterly.

"That definitely was not a Grimm." Ruby said approaching the dismembered creature. Getting a better look at it, she was sure that it was not whatever had been watching them back at what they took for a library. "Well at least it went down-" The creature's upper half sprang up and tackled her, knocking her onto her back with it over her. "Ah! Get it off!" she screamed as she tried to hold its 'face' back. Touching it with her bare hands seemed to sting like acid. Yang quickly tore the creature off of her and threw it. It landed into yet another creature like it and they seemed to quickly grow into each other, combining into a new whole.

Suddenly the entire damned city came alive with howling as herds of those mystery creatures emerged from every conceivable place like the Pied Piper had set his flute to the 'gross monster' setting. Team RWBY frantically unsheathed their weapons and put their backs together. Ruby's palms were red and it hurt to grip Crescent Rose, but that was the last thing on her mind.

"Uh, maybe we should give them their book back?" Weiss said nervously.

"They're here for us. Take my word for it." Blake hissed. The others wordlessly guessed that her assumption had come from her dreams.

Monsters lunged at team RWBY from all sides whom retaliated with more ferocity than they had ever shown to a pack of Grimm. They knew only how to fight Grimm, maybe a little on people, but for these creatures they could only take what they knew and apply it harder. The flesh of these creatures was easily cut, and there was no cutting tool Ruby would rather have than Crescent Rose, but any she or Blake sliced up would recombine, mix with another, or continue as separate entities. Yang was having a much harder time. Her fingers were horribly singed after fruitlessly punching just one and was forced to use only her gauntlet's ranged shotgun blasts, which at best just knocked them over for a brief moment. Only Weiss seemed to be faring well. Though stabbing a creature with her rapier was like harmlessly stabbing jello, her dust attacks of fire and ice actually forced them back.

The worst thing about these creatures was how unpredictable they were, much unlike Grimm which were at least consistent. Whenever Ruby thought she found a pattern, she would notice another creature that contradicted it. No two ever looked exactly alike. Some were tall and thin, others wide and bulky. Some moved on all-fours, some were bipedal. Gills, feelers, fins, tentacles; each one seemed unique. In the distance there were even ones larger than any Death Stalker or Nevermore they had ever encountered. The only universal trait Ruby could attribute to them, other than fitting the bill for the label 'monster', was the unimaginable stench as of a thousand open graves they gave off when punctured, bashed, or chopped in half. The smell would somehow become worse whenever Weiss set one on fire. The longer they fought, the more certain Ruby was of at least one more trait. A strange wart, though never found on the same spot, marked each and every one of them. Were those… human faces?

Recognizing that they would be soon be overwhelmed, Ruby and Blake chopped through the creatures in the direction of their extraction point as Yang and Weiss followed and kept their attackers back, their roles clearly defined with few words needed. Cutting the creatures apart didn't kill them but it sure made them easier to get by. Team RWBY forced their way through using every last shotgun shell, sniper rifle round, and bit of dust they had until finally they broke out from the football-field-sized mosh pit that had formed around them and then ran like they never had before. Despite their sensible handling of the situation so far, a look of sheer panic was seen on each of their faces. There had to be at least a million of those things chasing after them.

The enormous door began to emit a loud noise, drowning out even the deafening howls of the monsters. Team RWBY looked at the door as they ran and noticed that it was slowly giving inward. It was… opening! The racket finally stopped when it had fully opened revealing complete darkness. The odor rising from the newly opened depths was by far the worst to slither through their noses since they got here, and that was saying a lot. Ruby's eyes watered and willpower alone kept her from fainting. She could hear the nasty, slopping sound of something huge coming, something so immense that it had to duck through the vast doorway to come out. None of the scared young girls dared to look at it.

Team RWBY escaped back into the narrow alleyways of the city's outer ring, which were now thick with monsters. Weiss and Yang were completely unable to fight now that they had run out of dust and shotgun shells, but the group was at least agile enough to avoid getting cornered. They continued to flee, their fear not allowing their fatigue to slow them down. As was typical of the city, the way back seemed different from before and the distance felt shorter. As they passed through another intersection, huge 'vines' as thick as buses grew almost instantly behind Ruby, Blake, and Yang leaving Weiss stuck behind it.

"Ruby!" Weiss screamed.

"Weiss?" Ruby turned back to face the barrier of 'vines' that clearly had intentionally separated them. It was more of that strange leathery plant they had seen since landing here and it stretched up as high as the stone walls it stood between. Ruby raised Crescent Rose to hack away at it but could only cut a few inches into it. Oddly, blood seeped out from the shallow cuts. These things weren't planets, they were recycled flesh and bone…

"We got more coming." Blake cautioned. Hordes of the grotesque creatures could be seen coming down the other pathways that led to here. They were closing in like water flowing down a pipe.

Ruby peeked through a thin gap where the wall of flesh met the wall of stone and could see Weiss at the other side doing the same. "Weiss!" Ruby shouted again, "Can you scale over this with your glyphs or something?"

"It doesn't work like that, I'd need to-" Weiss was cut off when a monster seemed to jump her from behind. Sounds of a struggle could be heard.

"They're getting closer…" Yang said restlessly, "I hate to say it, but we'd be done for if they surround us again!" It was unfortunately true. They were exhausted, out of everything, and had miles between them and where the Bullhead was hopefully still waiting for them. They could not afford to get trapped again.

The constant shrieking and howling still echoed all around, but the other side of the flesh wall suddenly became silent, implying that the tussle had declared a victor. Thankfully it was Weiss that peeked through the gap again. "Ruby, I'll look for a way around and catch up!"

"But…" Ruby started to protest, but Yang pulled her by the arm and ran. Ruby stumbled backwards, still looking at the wall of flesh, then finally turned to flee with her sister and Blake. "We just left her to die!" Ruby shouted bitterly.

"We would have died if we stayed a second longer." Yang yelled back, "We have to trust that she can take care of herself!" Ruby gritted her teeth at her, but could say nothing with all the 'locals' so close behind. From then on none of them thought, they just 'did'. Earlier today they had been enjoying a long awaited time of relaxation, and then out of the blue came the prospect that one of their teammates was dead. Things had gotten so bad so quickly.

"Curse my curiosity!" Blake spat. Those were the only words any of them uttered for a while.

Ruby turned her head to look over her right shoulder as lightning flashed. Through the clouds behind them she could see the silhouette of a creature more vast than any mountain for just a brief moment. It stood up like a man, but it had dragon-like wings and an octopus-like head whose face was a mass of feelers. Was that what came out of the door? Ruby wiped away tears forming from her right eye and looked forward again upon hearing the sound of crashing waves. They were getting close. Though they had spent three hours walking into the city, traveling back took less than one at the rapid pace they kept. They zoomed by the familiar stone monoliths and finally… no, miraculously found view of the ocean with the Bullhead still where it landed hours ago. Even more divine was the bewildered pilot sitting in the cockpit, staring in wonder of what all the bizarre shrieking was about. Ruby, Blake, and Yang came to the side of the transport where they could get on and just… hesitated.

"We can't leave yet." Ruby declared with a great deal of emphasis on 'can't'. Blake and Yang only nodded. The three of them stared back at the way they had come. Howling and screeching as if from every rabid animal in the world echoed from those tainted paths, but Weiss never appeared.

Perhaps in growing unease, the Bullhead's pilot fired up the transport's engines. Blake banged her fist on the window. "If you take off we'll shoot you down!" she shouted at the pilot. Though an empty threat, as none of them had any ammo left, making such a threat was a bit extreme. Maybe she just felt responsible for what was transpiring. The Bullhead's pilot damn near suffered a panic attack when the city's inhabitants spilled out from every opening in sight.

"Just give her a few minutes!" Ruby shouted as she readied Crescent Rose, "I know she'll come around! She has too!" The creatures came upon them and the huntresses struck back with everything they had left, however in vain. Even Yang fought at the expense of ruining her fingers more, not caring as long as it meant they could hold out longer. A wave of despair came when the Bullhead lifted off the ground. The girls looked at each other and ultimately logic won out over emotion. After seeing this, they knew there was no way to stop the pilot from taking off. They turned around and boarded the transport. Ruby took one last look at the city as the Bullhead rose.

Yang put a hand on her sister's shoulder. "I'm sorry, Ruby." she said regretfully.

Ruby gasped when she spotted Weiss sprinting around a corner with another river of monsters chasing her. Her hair was now dropped down and no longer in a ponytail. Her clothes were torn and dirty but her white figure still stood out from the rotting green and brown around her. She leapt to the air, creating a glyph under herself to jump off of, and propelled herself straight into the passenger section of the Bullhead barely before its thrusters kicked in. Ruby and Yang caught her as she slid over the floor and nearly fell out the other side. The transport was moving at full speed for the cruise ship now. The nightmare corpse-city and the sounds of howling grew more and more distant as the sun set. Nighttime had begun.

Team RWBY did not celebrate, hug, or even smile at each other. It felt like an eternity had passed since they had been somewhere that made sense, a Bullhead interior in this case. Ruby sat on her bottom with a ghastly look on her face as she stared at her trembling hands. Yang sat beside her seeming just as shaken. Blake looked depressed and tormented sitting there with her back against the wall. Weiss however seemed very relaxed, probably just happy to be here right now. She was the only one standing, though still breathing hard like the rest of them. Ruby did not dare question the good fortune and instead silently prayed that they would never see anything like this again.

Much to their horror, the madness they uncovered would follow them home… for they had brought two horrible things back with them.

XXX

To be continued…

I had to find some excuse to have them out at sea!