A news report is playing, showing a picture of Ironwood with the symbol of Atlas behind him. The news network Atlas Eye has the subtitle "DEVELOPING STORY: GENERAL IRONWOOD HALTS MANTLE EVACUATIONS" displayed on the bottom of the screen.

Reporter: With still no word from General Ironwood, Mantle citizens are frightened and perplexed by the sudden withdrawal of military personnel, especially given the massive Grimm horde outside the kingdom. (images of various flying Grimm as well as the Monstra are shown on screen) I've... never seen anything quite like this.

In the background, civilians can be seen evacuating in the streets. Joanna is seen looking over it before turning around to notice the news team.

Reporter: It truly feels like the end of days, but the Atlas Eye is committed to updating the public, until our dying--

Suddenly, Joanna grabs the microphone from the reporter.

Reporter: Wha--? Hey, wait!

Joanna stabs her weapon in the ground and glares at the reporter, startling him. She then looks to the camera and starts speaking.

Joanna: Citizens of Mantle, General Ironwood has abandoned you, but we have not! If you can hear this, gather any food and supplies you need to stay warm, then head to the Mantle crater.

While she speaks, a montage of Mantle citizens are shown leaving their homes and making their way down the streets to safety. A pair of Atlesian Knight-130s are shown investigating Pietro Polendina's pharmacy, but they are gunned down by Yang, accompanied by Jaune, Ren, Maul, and Oscar.

Joanna: The Grimm are starting to make their way back into the city, but we can hold the line if we all come together. If we don't, well... you've all seen what's waiting for us out in the storm. It's time to show your teeth, Mantle.

She walks away from the camera and shoves the microphone back into the reporter's hands.

At Pietro's pharmacy, Yang opens a door to a darkened room. Jaune finds the light switch to turn it on. Yang gasps and smiles in glee upon seeing what is in the room, with Ren and Oscar peeking over too.

Yang: Alright, the others are definitely missing out.

Out in the streets, Yang, Maul, Jaune, and Ren pilot a quadruplet of hoverbikes, with Oscar riding backseat with Maul.

They land safely back on the ground. Jaune and Ren exchange a look, with Jaune bumping over a piece of debris. As the four continue their ride through the Mantle streets, they are unwarily being watched by a Grimm-like figure perched on a bridge overhead.

Later on, Ren is seen shooting a security camera with StormFlower, disabling it. Oscar helps evacuate people, with Maul knocking on the doors of people's homes. They gather a large group of civilians. Jaune is seen doing a fist bump handshake with a child, before looking to his parent.

Jaune: Only take what you need.

Yang is seen standing before the large group of civilians.

Mother: The crater? Are you sure it's safe out there?

Yang: Absolutely ma'am.

Suddenly, she hears people screaming behind her. They are seen running away from a pair of Sabyrs. They charge forward. Jaune runs up and takes out a unique device that charges up.

Jaune: Heads up!

Jaune throws the device a distance away, with it activating a large hard light shield upon impact that prevents the Sabyrs from going any further. As they try to claw at it, Ren and Maul come in from above and stab them with their blades, causing them to dissipate. The shield deactivates and Ren kicks the device back to Jaune's shield, which uses gravity dust to make the device stick to it.

Jaune: (smirks) Way better than a hover bike.

Oscar: Have the Grimm already pushed this far in?

Yang: No, I think those were more from last night. Still... Ren! If Jaune hits you with his Aura Amp, think you can mask everyone?

Ren: We can give it a shot, but it is a lengthy trip through Mantle.

Jaune does not reply immediately, as he gets distracted by a crying child.

Jaune: No, no, that's a great idea. We'll have a Grimm free journey all the way to the crater.

Maul: I will find my own way back, the force should draw them away.

Oscar nods and stays with the group, Maul stands still for a moment, letting the group get a considerable distance away before closing his eyes.

Maul opened them again, this time yellow. Snarls are heard as several Sabyrs emerge from alleyways. Maul activated a single blade in response.

Disgruntled Grandmother: Do we really gotta shack up with those animals down in the slums? I'd feel a lot safer being up in Atlas.

Yang: Yeah, I'm sure you would. But the people up top have decided you're not worth the trouble. The Faunus, on the other hand, have been willing to lend all the help they can. Regardless of whether or not you deserve it.

The Disgruntled Grandmother looks at the ground.

Mother: So, I'll just... I'll just go get our things then.

Yang, Jaune, Ren, and Oscar guide the people throughout the streets of Mantle using Ren's Semblance.

Disgruntled Grandmother: I don't want to go to the slums.

Mother: Mother!

Disgruntled Grandmother: General Ironwood said we were going to Atlas.

Mother: You're setting a bad example!

Disgruntled Grandmother: Those kids should... (unintelligible)

Oscar: It should not be this hard getting people to just cooperate.

Disgruntled Grandmother: She didn't need to yell at me.

Mother: Mother, it's fine. It's fine.

Ozpin: (in Oscar's mind) And yet, it's something I'm becoming increasingly concerned about.

Oscar: You know I really don't need your additional commentary right now.

Ozpin: You all have every right to be upset, especially you Oscar. I'm sorry I left you.

Oscar: I'm not upset that you left. I'm upset you came back. I started to feel like me. Not the same me I was before all of this but, the me I always wanted to be. I felt, like I was actually part of the team.

As the two continue to converse, the Grimm from earlier observes the group from atop a faraway tower.

Ozpin: I understand. But even though it may not have felt like I was with you, I was never truly gone. (Oscar pulls out the cane) You're gaining control of my remaining magic, recollecting my longest held memories. Which means our two souls are still on the inevitable path to becoming one.

Oscar: But. I don't want that.

Ozpin: Neither do I.

Ahead of Oscar, Ren's aura becomes sporadically visible around the people. Jaune looks at Ren, who is holding on to Jaune's shoulder in order to enhance his semblance.

Jaune: Hey, you good?

Ren: It's just a lot to focus on.

Jaune: You can do it Ren. We're almost to the Crater-

Ren: I don't need a pep talk. I need to focus.

Jaune: (Jaune looks away) Right.

Ozpin: We need to find a way to work together, not just the two of us. All of us.

Elsewhere in Mantle, Penny is seen standing on a rooftop, taking a long look at the civilians making their way to the crater. Behind her, May is seen removing the Chain to a fence with a label that says Authorised Personnel Only. Weiss, Ruby, Blake, Pyrrha, Ahsoka, and Nora watch May as she opens the gate.

May: Alright, come on.

Penny turns around as Weiss and Ruby walk in, following them. Nora, Blake and May soon follow

Nora: (Pauses next to May) Thanks again for coming.

May: Don't mention it. Once Robyn learned about Amity Tower, she wouldn't shut up about it. Wherever she is, I'm sure she would want us doing what we can to get it up in the air and get the world talking again.

May and Ahsoka closes the gate once everyone is on the other side.

May: Besides, Fiona's got your friends helping out in my stead.

Nora: (Nora looks away) Yeah.

The group head towards what looks like a factory.

Ruby: Are you sure this is safe?

Inside, numerous robots are seen manning devices next to large, slightly transparent tubes. A package goes up one of the tubes with an audible whoosh. The robots do not react as the group walks in.

Weiss: Snow Shoe Shipping is an SDC subsidiary, meaning all the drones here report to the company, not the general. The pneumatic tubes allow for Dust refined in the crater to be sent straight up to Atlas. We just need to find the one for the military base.

Blake: Are there any buildings in Atlas that your family doesn't own?

Nora giggles at the comment.

Weiss: (Weiss looks at Blake with her eyes half closed) That, isn't relevant at the moment.

Blake giggles as well before the group disperses. Penny stops to stare at a panel that says Terminal Destination: Atlas Academy.

Ruby: Hey.

Penny: (Penny turns her head to look at Ruby, who approaches her) I do not like it when friends fight.

Ruby: I know. Yang and I may not agree on how best to save Mantle but-

Penny: No. I mean Winter. The general. They were our friends. But then the Ace Ops attacked you. (Penny looks at the ground) And the general, he said people were going to die, because of me.

Ahsoka: That was a lie. And he was only saying it to hurt you.

Penny: I was the protector of Mantle, but now, I am much more than that, and I wish I was not.

Ruby: But, you're still you Penny. By becoming the Winter Maiden you did protect Mantle.

Penny: Thank you Ruby.

Ruby gives Penny a hug.

Nora: I found it!

Slowly, the group makes their way to Nora.

Pyrrha: I suppose there's no turning back now.

May: (Points at Penny) Between our secret weapon, A great warrior, (winks at Ahsoka) and my Semblance (May becomes invisible for a second), you all couldn't be in better hands.

Ahsoka: (They still want me to join the Happy Huntresses don't they?)

Nora: So how do we use this thing?

Weiss makes her way to the tube and sits where the cargo is loaded.

Weiss: It should be simple. If you lie back in the tube and press launch-

Nora presses a button on the nearby console, sending Weiss up the tube, causing her to scream in surprise. As the others look on with bewildered expressions, Nora expresses joy at the sight.

Back at the crater, a group of civilians are brought down to the crater via an elevator, as Joanna makes her way inside a tent. Inside, Fiona is seen writing notes on a map while talking to someone through her earpiece.

Fiona: No Crimson, I need you and your team over in Sector 11. Mantle police are helping us clear the hospital, but they're going to need backup.

Once the conversation is done, Fiona sits down with a sigh, while Joanna throws some fire dust at a small furnace.

Joanna: You're doing great Fi. Robyn would be proud.

Fiona: (Uses her semblance to store the map)I feel like you should be doing this after flexing on the news like that.

Joanna: (chuckling) How else was I supposed to get the word out? Besides it seems to be working.

The Two eventually make their way out of the tent to inspect the latest group of civilians.

Fiona: Where's this group coming in from?

Jaune, Yang, Ren, and Oscar make their way towards them.

Yang: That would be Sector 7.

Fiona: You cleared 7 already? That's great! To be honest, I wasn't sure how you'd be doing without all of your teammates.

Ren turns around and walks away from the group while Jaune watches him go.

Yang: Well, as you can see we're doing just fine.

Oscar: But where are you putting everyone?

Fiona looks at Joanna, who gives her a nod.

Fiona: We're working to get most of them settled in houses or other shelters. A large portion of the community is also trying to get old mine shafts into a livable condition.

Various civilians are seen settling in while they talk.

Joanna: We've got a lot of people to keep warm. Looting the SDC refineries is our best source of Dust. Fortunately no one's getting arrested during the apocalypse.

Joanna: (Looks up at Atlas) Just knowing those Grimm are circling out there doesn't feel great. What are they waiting for?

Joanna: (looks at group for a second) Wait, where did red and horny go?

Oscar: Maul can... attract Grimm when he fights, he's currently out there so he doesn't endanger anyone.

Fiona's uncle walks up to the group in a panic.

Fiona's Uncle: Fi! We got another fight breaking out.

Fiona: Crap. Thanks uncle! We'll handle it...

Joanna: (Puts a hand on Fiona's shoulder) I'll handle it. You've got enough to worry about.

Joanna walks away while cracking her knuckles before a voice is heard from Fiona's earpiece.

Crimson: Fiona? Crimson again. We spotted a decent sized group of Grimm moving in from the east. Can't take them with all these civvies.

Fionna pulls the map out with her semblance to inspect it.

Fiona: Oh, for crying out loud.

Jaune, Yang and Oscar look at each other.

Oscar: That could be Maul...

Yang: Did he say east?

Yang is seen riding her hover bike in the city while being chased by a Teryx. Ren and Oscar are following them on a side street while sharing another hover bike, with Ren as the driver.

Oscar: Ready?

Oscar pulls out a device that looks like a stick grenade. Yang takes a couple of shots at the Teryx to slow it down.

Yang: Now!

Yang passes a rock bridge where the Grimm-like figure from earlier was perched. It decides to quickly dash off of the bridge before the Teryx collides with it.

Ren turns right and cuts in between Yang and the Teryx, allowing Oscar to throw the grenade in the Grimm's path. It explodes in a flash of wind dust, launching the Teryx into the stone bridge, breaking one of it's wings and knocking it to the ground.

Yang turns her bike around and smirks at the Grimm. She moves the bike to the the side, allowing Jaune to charge at the Teryx while standing on his hover bike, with the barrier dust on his shield active. He successfully decapitates the Grimm, after which he has some trouble maintaining his balance on the bike. He lands on it properly while giving a nervous chuckle.

Yang: (Contacts Fiona with a sigh) Okay, Fiona. That's one more problem taken care of.

Fiona: Good, cause we're getting reports of more Grimm coming in from the west. The Huntsmen there could really use some backup.

Yang sighs as she slumps in her seat.

Yang: Okay. We're on our way.

Oscar: It's all the negativity. Salem's forces aren't moving in, but it's enough to start attracting the stragglers.

Ren: Guys, we're not finished.

Three Sabyr appear and charge towards the group.

Yang: All right. We need to hurry this up and take-

The Sabyr's look to their right before turning back and running in the opposite direction.

Ren: What just happened?

Jaune: They ran. I've never seen Grimm act that way before.

Oscar: But what were they running fro-

Oscar is suddenly tackled from above by the Grimm originally perched on the bridge, dubbed by The Hound, knocking both him and Ren off the bike. Oscar tries to stand up only to be bitten by the arm and get flung to the ground once more.

Ren: Oscar!

The Grimm pounces on Oscar with all its weight, causing his aura to shimmer. Oscar tries to kick one of it's legs away, only for The Hound to bite it knock him to the ground a third time. With a final swipe with its paw, Oscar's aura breaks and he goes unconscious.

The Hound howls, before its body begins to twitch and spasm. It's body pulses and morphs, as Jaune looks on in horror. The Hound stands up, revealing that he assumed a bipedal form in order to lift and hold the unconcious Oscar with one hand.

Yang finally wakes up from her stupor and charges the beast, preparing to punch it.

Yang: Oscar!

A look of panic crosses her face before she grabs the handle in order to try to turn away from the grimm. The Hound catches her with it's other hand and throws her at a nearby wall, cracking it.

Ren takes a couple of shots at The Hound's back, causing it to turn around and be stabbed by the grappling hooks of Ren's guns. Ren reels the hooks in, intending to kick the Grimm. The Hound's right hand pulses before it grows longer, allowing it to whip Ren off of his bike and into another wall. Jaune Prepares to charge in as well, before The hound lifts Oscar in between it and Jaune

Yang: Wait! It's using Oscar as a shield.

Jaune: But Grimm aren't that smart.

Ren picks up his guns and aims at the Grimm. The Hound overhears and places Oscar in between it and Ren.

Ren: Give him back!

The Hounds neck pulses and shifts.

The Hound: No.

Ren, Jaune and Yang look on in shock as the Hound starts to walk away from the group.

Jaune: Did it just...?

The Hound pauses, it's back pulsing and morphing again. Several cracks could be heard as it twitched and howled. With a final roar, black ooze erupts from it's back to reveal wings. One such drop falls on Oscar's face.

Maul: OSCAR!

The Hound turns and see's Maul yellow eyed and driving at him full speed. Realizing it was in danger, it grabs Oscar with it's mouth, before taking off to the skies.

Maul extends his hand, stopping the Grimm with the force. He began pulling the Grimm towards the group.

Realizing it was being tethered, The Hound threatened to drop Oscar. Maul gasped and faltered, The Hound flying away quickly.

Maul cursed and raved his hover bike. Yang lifting herself up as Fiona contacts them through her earpiece.

Fiona: (over comms) Kids, what's your status? West side's taking damage.

Ren: What do we do?

Fiona: (over comms) Kids. What's your status?

Yang, Ren and Jaune scramble in order to follow The Hound on their hover bikes. Maul shot forward, tracking the Grimm.

Yang: We've got an emergency, we're not going to make it.

Fiona: What? What kind of emergency?

Yang: (Pauses)You wouldn't believe me if I told you.

As the Grimm storm nears Atlas, the Atlesian army was too focused on the Grimm to look to the sky. A blue lightning storm crackling, revealing a shape within.