9-3: Power


Power always had a price.

For the man who had spent two centuries in reckless pursuit of power, Nox understood this fact all too well. More to the point, he understood that the price of true power, whether it came in the form of material wealth, personal sacrifice, or irrevocable time, was always steep. His rampage through the World of Twelve had been proof enough of this fact, for the Xelor had razed countless places and people for the sake of obtaining such power. His time with the Cube had always demanded a price, and the Xelor never failed to pay it in full.

And as Nox began to burn away the power that he had torn from the shadow wolf, he knew that he would have to pay such a price once more.

The power of the shadow creatures was certainly formidable, almost rivaling the elemental essence of Dust in its ferocity. Within minutes of his departure, the Xelor had already left the mountain crag where he had ended Igole, and was halfway through the thick forest that led to the distant behemoths. Yet, just as Dust had been limited by fleeting reserves, so too were the Shadows limited in their power. Already, the Xelor could feel the stolen strength burning away, slowly bleeding into the air as he moved through the trees as trails of wispy black tendrils dissolved around him.

No... No, that wasn't quite right. Dust and ashes dissolved; This smoke, on the other hand, never truly disappeared from the Xelor. It wanted to dissolve—Nox could feel that from how pitifully the power tried to disperse—but something compelled it to remain. Even as the black substance faded into the air, even as the inky smog bled from his body out of sight and senses, that dark sensation of shadows never truly left him, lingering in the Xelor's presence with a constant haze.

Almost like Wakfu and Stasis. And that was the crux of the issue.

While he could not completely confirm the sensation, the Nox simply couldn't ignore the fact that this substance he had made, this twisted composite from the Shadows Beasts' smog and his remaining Stasis, held parallels with Stasis. Not a true representation by any means, but the power he felt from it was unmistakable, and burned through him the same way Stasis had. If that was truly the case, and if he could twist more of this energy from the beasts of this world, then Nox could create a substitute for his missing power.

A substitute for Stasis.

That thought was enough to bring the Xelor to a pause. After all, Stasis was destructive, and the process he had used to learn that power had sundered continents. While he knew more about the energies now, this thing he had created was not Stasis. Nox knew that, should he attempt to master this shadowy substitute, that same sort of destruction would follow in his wake. The price he had paid to perfect Stasis, to understand it in a way that he could construct Razortime, had been costly, both in terms of materials and in terms of his minions.

That cost, and all the connotations that it brought along with it, was why the Xelor had started this internal musing about power and consequence in the first place. Back in the World of Twelve, Nox had never hesitated in his actions, freely accepting the price that power had exacted, both on himself and on the world around him. Why would he? So long as the Eliacube had ensured him a means to turn back time, to undo everything he had done, hesitation had not crossed his mind. Yet, the Xelor had no such luxury here.

Unlike his time on the World of Twelve, every action he chose was made with the knowledge that it would have a lasting impact on this world. Unlike his time on the World of Twelve, Nox knew that every person he quelled, every fire he lit would end in irreversible ashes that could never be reclaimed. And unlike his time in the World of Twelve, he was lucid enough to fully comprehend these facts.

Though his conflict with the gods required a steep price, and though he himself was willing to pay it, was the Xelor prepared to force this world to pay it alongside him?

Nox stopped mid-stride as this thought came into his mind, the red glow beneath his mask flickering with uncertainty as he stared into the growling forest.
Crimson eyes stared back at him, glowing from the shadows as bloodchilling howls rose up from the trees. As soon as the Xelor stopped, foliage broke away, ripped out from their roots as shadow beasts descended into view. A pack of pitch-black boars clawed their way through the underbrush, tusks shoveling brush and grass alike as they lumbered into view. Behind the beasts came another cry, born from a single massive creature of ivory chitin, clad in an imposing armour as a shadow scorpion stormed in.

Just like that, the uncertain light beneath Nox's mask faded into resolve.

Of course he would. This world was a veritable wilderness, and one more explosive addition would do little to change that fact. From his interactions with the local populace—both human and shadow—it was clear that this world was mostly hostile, so any restraint he showed from his part would only serve to weaken him in this world. As such, the logical response was for the Xelor to bolster his own strength, at the cost of anyone or anything that dared to cross his path.

And at this moment, the beings who dared to cross his path were the shadow beasts before him, as well as the towering creatures who had their sights on the port city. Anything else was secondary to Nox's concerns.

The front-most boar gave a hesitant snarl, its voice caught between anger and doubt, its fur prickling as the creature glared at the Xelor. Nox, in turn, raised an arm, palm outstretched as he shifted his attention away from the pitiful boar, his gaze slowly focusing on the massive creature behind it. The air grew charged as the scorpion began to tense, a low guttural growl echoing from the beast as it brought up its massive claws in response. The forest clearing stood silent for a single second, with neither Xelor nor beast willing to act.

That second passed, and the air intensified as a charge of crimson lightning shot forth from the Xelor's palm, a burst of explosive power that arced from boar to boar to scorpion. Two squeals rose into the air, a pitiful cry from its original fury as two of the shadow beasts fell over in shock. The scorpion fared little better, the ground quaking with a resonant noise as claw met earth. The power of Shadows and Stasis was absolute, and the creatures of destruction could do little but cry out, even as the Xelor depleted more of his reserves.

But, despite the pressure of his attack, the Xelor knew firsthand that these shadow creatures were resilient. Without wasting a single moment, Nox charged forward, kicking off the ground the moment his bolt had fired, longsword clenched in hand as he drew towards the closest boar that his magic hadn't struck.

Whether the creature was ready for him or not was irrelevant; Shadows fueled his swing, a red spark that flickered around the metal of his blade, and the moment that energy made contact with the boar's ivory tusk, it arced violently around the creature's mask, snaking along the white surface until it found purchase in the creature's eyes. Two more swings ended the boar's pitiful cries, and a cloud of smoke soon spilled out from the now-fading corpse.

But, rather than turn his attention to the remaining beasts, Nox immediately froze, suddenly wrenched from combat as his gaze fell at the fading corpse. While logic and instinct both dictated that he remained focused until the end, the man simply couldn't.

The moment his blade had severed the shadowy beast's head, Nox felt it die.

From the cold chill of draining smog as it rose up from the creature's wound, to that last burst of anger that had echoed from the creature as it expelled its final thoughts. From the violent splash of anger as that smoke spilled into the air, to that ebbing bleed as the blind smoke gradually melted into unfocused resentment... All those sensations, and many more like them, echoed through the Xelor's mind. With that final swing, Nox had felt the last reaches of madness escape the shadowy boar's mind.

It was a madness that was wholly unfamiliar to him, and at the same time, something utterly unmistakable.

There was no way around it; these shadows reminded the Xelor of Stasis, and of the demonic Shushu that dwelt in the realm beyond the Krosmoz. Whether the shadows were truly a misappropriated version of the Stasis, or simply something inherent to this world that had some coincidental resemblance to the forces of destruction, Nox couldn't ignore it any further. He had to understand how far this parallel ran.

Clockwork whirred as his visor narrowed, the glowing lights beneath his mask slowly focusing onto the remaining shadow beasts. Vaguely, he noticed a hint of apprehension from the closest boar, as the beast's defiant gaze fixed on him beneath the shadow of the Xelor. Whether it understood his plan or not was of no consequence to the Nox, and he merely watched the creature in silence as he brought up a hand.

With a single motion, the Xelor snapped his fingers. In a single instant, the beast's crimson eyes widened. A sound rose once more from the forest, though far more unnatural this time. A faint buzzing steadily grew louder, as a hundred mechanical wings rose up from their hidden spots beneath the empty foliage.

The Noxines took flight.


Of all the things Amber had expected to see on her trip to the two huntsmen, a sudden mountainside explosion was not on the list. Yet, carried as she was by the wind, there was no way for the Maiden to miss the inexplicable detonation.

Her first thought was that Qrow and Mills had been fighting, which only served to spur her onward, as the woman focused more of nature's power into herself. The tempests of autumn carried her forward, forcing the Fall Maiden to clear her mind as she directed each flurried gale of wind, magic and necessity marking her path as she strode closer to that spot on the mountain.

The Maiden's focus was what had birthed her second thought, as Amber's narrow eyes and the forest's guiding winds allowed her the opportunity to spot something from that initial explosion. Surprise flashed through her mind as she realized that Qrow had flown alongside that explosion, and was now sailing through the air.

No, that wasn't the right way to put it. 'Flown' and 'sailing' implied some sort of control, some method of movement that relied too much to the man's ability to traverse the land; a better way to describe it would've been to say that the huntsman had been launched haphazardly through the air, and was now half-hurtling, half-screaming as gravity began to take effect.

Amber redoubled her efforts, directing the wind forward and westward as she struggled to close the distance, veering away from the skies above the forest as she flew towards her... friend? Associate? Co-worker. Yes, co-worker; that was probably the best way to put it. Either way, it didn't take long until she arrived at her destination, a point in the sky hundreds of feet above the ground, situated squarely where the drunken huntsman would plummet.

Even before his addled screams echoed into earshot, Amber felt him arrive, and with a touch of her power, cushioned the air beside her. Moments later, a dusty old crow landed, unceremoniously releasing a pained grunt as magical air caught a slightly-less-magical drunkard.

"Ack! Oof! Blargh!" A few more coughs and protests echoed from the huntsman as he struggled in the wind, though the authenticity of his cries were put into question when the Maiden noticed his half-hidden grin. Still, Amber ignored the man's blind struggles, sighing at the pitiful sight as she gradually lowered both of them down to the ground. "... Ow. Hey, thanks for the save."

"You're welcome." The Maiden's tone was flat as she stared at the man. That soon changed, however, when she noticed the state of his dress, as well as the dust and charcoal that littered his partially-burnt outfit. With one brow raised, the woman shot Qrow a glance, before turning to the distant mountain behind them. "So... What happened?"

At her question, the huntsman straightened his back, whatever tone he carried before replaced by a serious mask as he stared back at Amber. His eyes were narrow, his lips thin, and from the way the man's face tensed up, it was clear that nothing good had transpired.

"What happened... Yeah, I bet you'd want to know." The man released a rough sigh, his voice heavy as he ran a hand through his hair. "Hell, I'm still trying to figure that out myself. I mean, how the hell do you explain that?" As if to accentuate his point, the man thumbed behind him, gesturing vaguely to the mountain he had been launched from.

Which meant nothing to the Maiden. With an inquisitive look on her face, Amber could do little but stare at the huntsman. "Erm, Explain what?"

"Okay. So. You know your target? You know, the guy with the mask and the bandages?" The fact that Qrow was talking to her this way was proof enough that the huntsmen had met one-another. Yet, Amber couldn't help but feel a growing sense of apprehension as the scythe-wielder's tone grew more bleak. She gave a hesitant nod, not quite sure where Qrow was going with his words. "Well... How do I put this?"

"Put what? Did... Did you two fight?" She had hoped that that wasn't the case. The last thing she wanted was for her two associates to fight, especially with the grimm drawing close to Everblue. At the same time, Amber was not ignorant of the fact that Qrow had been launched due to an explosion, and considering Mill's status as the... target she was supposed to search for, it was very likely that the two came into conflict.

"Heh, that's one way to put it." Qrow released a dry chuckle, scoffing at her words as he threw a glance down to his less-than-stellar appearance. "We fought, but it didn't last long. Really, turns out the guy's a bit of an airhead, and is really bad at talking with people."

That was a good thing, right? Since Qrow and Mills didn't fight for long, that meant that things were resolved between the two of them, right? Yet, despite Amber's optimism, the expression on Qrow's face didn't change, and she knew that there was something else he needed to say. Which was why she had remained quiet, and had kept those thoughts to herself.

"Yeah... It's bad." The huntsman nodded at her, before letting out another sigh. Whatever it was that Qrow had on his mind clearly ate away at him, and the woman could only wait for the man to continue at his own pace. "Alright, we're gonna have to call Ozpin, see if he can't get scrounge up more help for us."

Amber's eyes brightened at the suggestion, already nodding in agreement as she pulled out her scroll. She had felt a bit guilty, since her only contact with the headmaster was a simple text; she had ignored the man's subsequent calls, and had fully intended to wait until she had both Qrow and Mills in hand before she talked with him again. But, now that they had talked with each other, there was little reason for Amber not to respond.

"Huh. Didn't think you'd agree so quickly. I take it you saw him too, then?" That sudden remark drew a look of confusion from the Maiden, quickly replacing her previous look of relief. Qrow caught her sudden change, and his own expression took a sour turn as he brought a hand up to his face. "... Great. That means there's something else, isn't there?"

"What? I don't..." Amber was confused, but whatever questions she had were quickly quieted as Qrow spoke up.

"Look, long story short, the target decided to eat a grimm." When she heard that statement, the Maiden wasn't sure what expression she had on her face, but the strict look on Qrow's was enough to tell her that he wasn't lying. "I don't know how he did it, let alone why, but I know for a fact that he did. Absorbed a Beowolf's smoke like a dust specialist did with dust. Then, when he was done, he looked every part the humanoid grimm. Red eyes, black bandages-Hell, I'm half convinced that his mask was white as well, probably had been the entire time. Either way, the minute he finished, he knocked me away, then sped off somewhere."

"Knocked you... away?" The Maiden repeated Qrow's words, but her mind lagged behind, unable to really process their meaning as she tried to comprehend what he had meant by... 'eating grimm'.

"Yeah. Not too badly though, so don't worry. I would've landed if I wanted to, but I decided to stay up in the air, see if I couldn't spot where he ran off to." The black-haired warrior turned his gaze southwards, vision floating to the trees as his frown deepened. "Can't believe I'd lose him through the trees, though. Guy runs fast when he's doped up on grimm. That's about when I noticed you flying by, and figured you'd catch me."

"How did- So what-..." Amber grasped at the words, trying to paint the mental image in her mind. Qrow and Mills fought, then they spoke, then Mills ate a grimm and ran... South! The Maiden's eyes widened. "Wait, did you say south? Are you certain?"

"Yeah, what about it?" Qrow nodded, plainly confused by her question for a few moments. Those moments passed, however, and the expression on his face was soon replaced by alarm. "That's right, you came from the south. What the heck did you see there? You didn't know about Mills, but you still said we should call Ozpin."

She didn't need to say anything. Instead, the maiden turned her attention to her scroll, tapping a few buttons on the device as she navigated to the picture she had sent Ozpin. Without another word, she turned the device to Qrow, her expression falling as she showed the man a telling picture.

"You've gotta be kidding me. Goliaths?" The huntsman's eyes widened, and Amber shook her head in response. "Wait, is that why he-... But how did he...?"

She didn't know what Qrow was thinking about, but given what she had been told, the Maiden was all but certain that Mills was heading towards that pack of Goliaths. They needed to go there, too. "Quick! You call Ozpin! I'll-"

But before the Maiden could gather the power of the Seasons, an ominous hum filled the air. Piercing cries echoed from the woods as an Ursa suddenly broke through the trees. Instantly, Amber snapped to attention, her spear at the ready as she turned to face the grimm.

Only to find the beast twisting in pain, screeching as shadowy smog bled into the air, all while fist-sized machines latched onto the Ursa's fur. The beast rolled around in pain, trying to smash the machines off, only to fail whenever it collided against the ground, as the insect-like drones darted out of reach of the beast of grimm. Amber's eyes narrowed as she focused on one of the machines, her skin crawling as she watched the device float around with organic precision, all while a bloody three-inch spike hung off the end of the drones like some weaponized stinger.

Whatever she had expected to see from the sudden cry, it wasn't that, and the Maiden couldn't help but blanch as she watched the machines swarm over the bleeding beast of grimm once more. "What... what are those?"


"Of course. How the hell did I forget about those things." Qrow hissed to the air, voice quiet to all as the huntsman instantly berated himself, his teeth clenching the moment he spotted the tiny machines. He recognized them, of course, since he had smashed a handful of them during his little scouting mission a few months ago, back when he had stumbled on the Mummy's secret base. Even if he didn't know exactly what they were, the man's instincts were enough to tell him that they were some form of reconnaissance machine, meant to scout out things and warn the mummy.

How the hell did he forget something as important as that?

"What... What are those?" Amber's voice wavered, and to be honest, he couldn't blame her. Those things were some sort of unholy robot-bee, and any from the way they were attacking that Ursa, it was clear that they were just as capable of combat as they were of recon. Any villain who weaponized bees were a threat to sensible society.

And on a more serious note, any force capable of wielding machines to such a degree were a threat to the Kingdoms. Even Atlas robots looked like toys in comparison.

"Those things belong to your target!" Qrow drew his weapon again, rushing up beside Amber as he did so, hands gripped on the handle of his blade as he peered at the machines. "Careful, no telling what they're capable of." After all, the machines he had fought were almost animal-like in their methodologies, and there was no reason to suggest that these things weren't any different. Who's to say that they weren't devoid of things like poison?

"Target? You mean... Mills?" The Maiden's voice echoed out, filled with disbelief as she stared at the closest machine. And as she spoke, the machine stopped, slowly flitting away from the Ursa, leaving its two associates to attack the beast of Grimm as it turned towards them.

Qrow tensed, his feet prepared to lunge as he shifted his stance. The machine noticed, and immediately stopped in place, shooting a glance towards the huntsman. Was... was it aware of him?

"Hmm. I see the blast did not do you much harm, local. I suppose it's for the best." A familiar voice immediately erupted from the drone, catching both the warrior and the Maiden by surprise. "Still, I must say I'm disappointed. Did I not impress upon you the urgency of the situation? You were supposed to return to the port city."

"What, you think I'll just sit around and take orders from you?" Qrow crossed his arms at that statement, not fully dropping his guard as he stared at the dronee. He had more to say, of course, but before he could continue, Amber interrupted the both of them.

"Mills! What's going on? What's... that?" The maiden immediately spoke up, her voice lacking the tension one would expect when encountering a mysterious threat like the mummy. Instead, the Maiden was practically conversational, her previous combat stance melted away as she gestured towards the drone. "And what are you doing?"

A heavy sigh echoed out from the bee machine, the fist-sized robot somehow capable of conveying the mummy's tone as its single red lens flickered with light. Which was red, just like the eyes of grimm, and just like the mummy's own eyes when he had absorbed that Beowolf. Eaten. Whatever he did to that thing.

"Miss Amber..." Qrow couldn't help but raise a brow at those words, not missing the shift in tone that the mummy held when he addressed the Fall Maiden. Or Amber's earlier tone, for that matter. "To be honest, I'm disappointed to see you here as well. I had hoped that you had remained at the Port City, so that you could assist with the defense. Instead, you chose to leave it behind and-"

"Disappointed? Disappointed? Oh no you don't!" The Maiden's voice was sharp, cutting through the air in one sudden lash. Everything stopped, from Qrow's confused contemplation, to the hovering drone that represented the mummy, to the little skirmish in the background between the remaining bees and the Ursa. All eyes fell on Amber as she brought up a single defiant finger, pointed squarely at the lone floating drone. "You don't get to pull that on me, especially when you were the one to run off first!"

Welp. It was official. Qrow was lost.

He shot a blank look, first at the robotic drone, then to the Maiden who was somehow on speaking terms with the mummy. Part of him wanted to interrupt, to ask them both what the hell was going on. Instead, he activated his scroll, discretely choosing to record the conversation as Qrow remained uncharacteristically quiet.

"While I do agree that I could've conveyed my intentions more appropriately, it was still ultimately more beneficial for me to depart, and for you to help organize the town's defenses." The machine hummed, blinking with a cool light as the mummy spoke through it, a neutral tone that flew in the face of everything Qrow knew about the mummy.

"Why do you think that? You were the one who was friends with everyone there, not me." There was not a hint of deception in Amber's voice, which only served to further confuse the scythe-wielding huntsman. The man checked his scroll to ensure that he was not missing any part of the conversation, his eyes face implacable as he stared at the Maiden and the drone. "And what made you think that you were more useful out in the wilderness than behind city walls?"

The drone paused, another action that Qrow simply couldn't understand. He'd have to investigate Everblue at his earliest convenience. He'd also have to question Amber as well, since it was clear that something was going on that he didn't understand.

"... I had reason to believe that I held the ability to divert the shadow beasts' course."

Of course, that was for later. For now, Qrow's eyes narrowed, as the mummy's words immediately brought his attention back to the situation at hand. He was fairly certain that the mummy was referring to his ability to control the grimm, and Qrow knew that the horde bearing down on the coastal town was hardly tiny. Yet, even during his little skirmish with the man, it was clear that the mummy had been unable to fully control the grimm.

More to the point, the armoured mummy didn't seem immediately intent on pursuing conflict, which only drew more questions. What exactly did the mummy plan to do? How did it relate to grimm? Or Everblue, for that matter?

"And now?" Amber's words broke through the huntsman's quiet musings, drawing his attention away from his thoughts and back towards the floating drone.

Without warning, a sudden cry rose up behind them, a single final screech of pain that echoed into the air. Both Amber and Qrow turned their eyes towards the source, only to see a collapsed Ursa surrounded by several more of those robotic bees, barely able to stand as the metallic monsters surrounding it. One by one, the machines drove their stingers into the beast of grimm, the Ursa unable to protest as it slowly began to die.

Smoke seeped out, but rather than spill out into the empty air, began collecting inside each of the mechanical bees. Slowly, the bulbs at the back of the drones swelled, absorbing that shadowy smog with frightening efficiency, as the red lights on the machines began to glow with a darker undertone.

Then, without warning, the drone spoke once more.

"I have reason to believe that I hold the ability to divert the shadow beasts' course." The words mirrored his earlier ones, but this time, they carried a dark chill that Qrow couldn't shake away.