Hello lads, ladies, and other lifeforms. TreesofPaper here, finally back after 50 billion years. I've absolutely given up on regular updates due to my stupidly busy schedule (curse you education once more), but I managed to get this out on a slow weekend.

Ok last chapter I lied apparently this is going to be a three-parter because suspense (why not) also I have a massive workload next week so I thought it best to get this out now before another 50 billion years pass

Dammit, Jaune.

Story time.

"You gonna be alright?"

"... I promise."

"Okay. We have to leave in five minutes or so, so- you know. Make it quick."

Pyrrha pushed open the door to Ren's room, quiet as a fox, and left Nora to her business. The normally pink-clad girl wore a little back dress today, yet clutched two pink lilies to her chest for dear life. She stood by the door, hesitant to move in any further, yet hesitant to take up any more time. Nora leaned forward and back on the balls of her heels, waiting for something, anything to happen.

Finally she steeled herself. This is what you've been waiting for, Nora. You have to do this. This is your last chance. She placed one uneasy foot in front of the other.

One foot in front of the other.

One foot in front of the other.

One foot in front of the other.

Her legs now made of lead, she practically collapsed into the plush chair by Ren's bed, and waited some more. Nora could hear the faint beeping of the machines in the room next door, the doctors whispering as they passed through the halls, the occasional wail of an ambulance outside. She'd never liked the hospital; she always associated it with painful memories. The shots, the broken legs, the burn victims. The night she'd tagged along with her childhood friend to the room where they found Ren's parents lying in bloodied white sheets, surgeons working frantically to patch up the two dying victims. And failing.

I still remember the room number. Room B206, right? Actually, now that I think about it, this is the same room- stop it, Nora. Don't think about that now.

With a sigh, she placed one lily on Ren's slowly rising and falling chest, thumbing his nose lightly for old times' sake. She took the other and pushed it into her hair, just above her left ear.

"So, Ren. I may not be seeing you for a while, now. We'll all be flying back to Beacon in an hour or two."

"..."

"The doctor said you may not wake up soon. I know they're obviously wrong, though. We've been through stuff like this before- we'll make it. This'll be over soon, and you'll come back, and we'll make pancakes together, and you'll help me with my homework, and-" Nora cut herself off.

"..."

"Are the nurses treating you alright? I always see them milling about in the halls, but they avoid your room for some reason. It doesn't seem fair to me."

"..."

"I don't know if you heard Jaune or Pyrrha come in and talk to you. They said some really nice things. And team RWBY left you a ton of presents for when you wake up."

"..."

"Well, at least you're doing well. The doctors are making sure to clean you and feed you, and give you the occasional stretch to make sure your body doesn't atrophy. They're even stimulating your vocal cords to make sure that, when you wake up, you can... talk."

"..."

"Please talk, Ren..."

"..."

"Ren, talk to me. Please!" Nora waited a few seconds, and repeated her request in vain. She shook his limp body, causing the bed to move slightly. No response from the pale, gaunt boy.

"Ren! If not anyone else, then me! PLEASE!" she wailed. Still no response.

"REN PLEASE TALK TO ME! DO SOMETHING, YOU IDIOT! OPEN YOUR EYES AT LEAST!" The machine beside Ren began beeping louder as Nora beat his chest furiously, tears flowing freely now. The nurses outside were alerted.

"REN! TALK TO ME!" The pink girl sobbed weakly, slumped over his bed. She put a hand to her face to wipe the tears away, but they wouldn't stop, they wouldn't stop, they couldn't stop. "Ren...*hic* Come on, Ren... that's*hic* enough pretending... Ren..."

The door burst open, and in came a flurry of nurses, along with Pyrrha and Jaune. Apologies mixed with warnings mixed with the stench of that rubbing alcohol, the kind that permeates hospital air conditioners and makes you feel sick. Nora neither heard nor felt anything as she was slowly carried out of the room by her teammates. A wall of green scrubs blocked her view of the boy on the bed, but as the door closed and locked, Nora caught the smallest glance of the lily on his chest.

5 weeks earlier...

Airship service over the Forever Fall forest had been cancelled momentarily. The ousting of one particularly offensive Nevermore nest was still underway, and as such, it was deemed unsafe by Ozpin to pilot an airship anywhere near it. Instead, Ozpin chose the safer alternative; to have the students fight their way through countless hordes of land Grimm to make it to the largest Death Stalker nest in Vale. On foot. A sound plan.

And so, Team JNPR found themselves trudging along through the trees, weary yet wary. Though they were surrounded by classmates more than capable of defending themselves, they jumped at the slightest crack of a twig or rustle of a bush. Professor Port had made it abundantly clear (perhaps too abundantly) that venturing this deep into the forest, even with himself and Glynda in tow, was an incredible risk. Yesterday during class, he'd told a horrifying story of some of the greatest warriors in all of Remnant, who'd dared explore this far. They were ambushed by hordes upon hordes upon hordes of Nevermore, Ursas, Beowolves, Boarbatusks, Death Stalkers, and so many more. The team of elites had been able to hold them off for only so long before, one by one, they were dragged to the nests and brutally eaten alive (Jaune and Ruby had fainted at this point). "If you listen hard enough, you can still hear their dying screams, still echoing through the woods." Port had finished off in an eerie voice. Everyone had been frightened into complete awkward silence for what seemed like eternity, until the bell rang and they all jumped. Switching back to jolly teacher mode, Port called to his students as they wobbled out the door. "Good luck tomorrow!"

Port was ever oblivious to how uncomfortable he'd made his students, even with Glynda warning him he'd possibly completely crushed their morale. Even today, a Friday, the best day of the week, his students shuffled gloomily deeper into the Forever Fall forest. Of course, Professor Goodwitch remained completely stoic and Professor Port skipped along, happy as a Boy Scout. They moved as a unit, Port in the front blasting away a little too gleefully with his blunderbuss axe, and Glynda in the rear, making sure no student fell out of place. They'd been walking for quite some time like this, but it didn't help dispel the tense atmosphere. In fact, it made it worse. Glynda had called for a rest for the students, while she and Port would go scout ahead.

"None of you are allowed to leave this area. Understand?" Professor Goodwitch looked around at the first years menacingly.

"Yes, Professor." they all chimed back. Many plopped down instantly against some trees to give their weary legs a break; they'd been going since dawn.

"We'll be back in five minutes." She and Port turned and walked off into the flurry of leaves.

"Jesus Herbert Walker Christ," Jaune said to Pyrrha under his breath. "How have we even survived this long? How are we even gonna get out once the mission's done without airships?"

"Don't worry." whispered back the Spartan. "Ozpin and team RWBY and the other teams that have faced Nevermores are on that. They're clearing the nest so we can get out safely."

"Thank goodness for that." sighed Jaune.

"Either that or we can fight our way back to Beacon like we're doing now."

"Gee. Thanks." sighed Jaune in a much flatter tone.

"No problem!" smiled Pyrrha. Jaune called Nora and Ren to his side and tried to start a conversation to dispel the terrible mood.

"Can we start a conversation or something? We need to dispel this terrible mood." Jaune nudged Ren.

"OH! OH! I know! I had this dream last night where-" Nora began.

Ren cut her off with a suggestion. "How about we go over the plan again?" They all thanked him with a look, as once Nora got started, she wouldn't stop until she finished.

"Yeah, sure." Jaune drew a Death Stalker in the dirt below them with a stick as they huddled around. "We'll be fighting in the caves for most of this, so first of all-" He pointed to Nora. "-Nora, you need to be a little more precise with that thing than you usually are. It's the most powerful weapon we've got, and we don't want a cave in." Nora nodded, but none of them could help noticing the gleam in her eye when she looked at Magnhild.

"Yyyyeah… Anyways." Jaune eyed her warily. "Once we make it inside the caves, we're bound to encounter more than one Death Stalker at a time. What do we do then?"

Pyrrha answered promptly. "We lure them to a single point and slice off all their stingers at once. Then Nora comes in and, once we're all clear, releases a gas round, then an incendiary round after that, burning them all to a crisp."

"And if it's just one?"

Ren took a turn."You and me distract the Death Stalker, Pyrrha slices off the stinger with her shield, and Nora blows up its face."

"I really like this plan." Nora giggled.

"You like anything to do with explosions." interjected Pyrrha.

"I watched a lot of Michael Bay films when I was young."

"It's true." Ren confirmed. "Hey, speaking of which, we should all go to the movies after this is over."

"Oh yeah, I heard Last Light is out. Best action movie ever!" suggested Jaune, glad of a less serious topic.

Pyrrha perked up at this incredible chance to go to the movies with Jaune."I-uh.. I agree!"

"Oh… what about Bay's newest movie?" pouted Nora.

"Transformers 6? Nah, Megan Fox ruined that one." Ren crossed his arms. "How about The Notebook 2?"

"They made a sequel for it?" Jaune shivered in disgust. "I was forced to watch the first one over and over with my sisters. 'Oh Noah, I'm getting married, but I love you, but I also hate you!'" Jaune waved his hands around, imitating the main character in a ditzy falsetto. "'But Allie, I love you! No wait, I hate you. Let's stare at each other in the rain for the rest of the movie.'" He fell into a gruff, manly voice. In his normal voice, he shook his head. "Absolute nightmare." Nora and Pyrrha laughed at Ren's face upon hearing this.

Ren raised a finger and turned to Jaune. "Hey, it wasn't that bad. The plot was very rich."

"Oh, hush Ren." scoffed Nora. "It was a train wreck and you know it."

"Hey! All you like is senseless violence and wanton destruction." he pointed out.

"You like chick flicks and baking." countered Nora with a smug smile.

"She has a point." conceded Pyrrha.

Ren blushed slightly. "They have ingenious camera techniques and cast the best actors for their respective parts!" He crossed his arms indignantly.

"The fact that you even have that opinion brings into question your masculinity." giggled Pyrrha.

"That does explain the excessive amount of pink you wear." observed Jaune.

"It's not pink! It's lightish red!" Ren shouted indignantly.

By the time Professors Goodwitch and Port had returned, half the students were engaged in heated debate over how much a ship would hurt if it fell on you. They'd enjoyed their break as much as possible, but the sheer contrast of the mission's danger to the students' newfound lightheartedness made Glynda worry. Changes were coming, and not all of them for the better. But still, they wouldn't always be young. She might as well let them enjoy this.

BOOOOM

Never mind.

"What was that?" Cardin looked up to the skies. All the students simultaneously looked up, and watched a purple signal flare climb high into the blue, drawing fumes behind it before sputtering out.

Glynda looked at Port. Port looked at Glynda. They both looked towards the students. "Everyone, teams, NOW!" Glynda ordered. Immediately, the carefree illusion was shattered, once again permeated by fear, by confusion. This time, Glynda led the charge to the caves while Port brought up the rear, though this time much more frantic.

"Prof... Professor Goodwitch..." panted Jaune, who was still somewhat physically lacking. "What's happening? What does the flare mean?" But the woman did not deign to give him an answer. She was completely focused on the path front of her. The situation called for her to brutally obliterate anything that moved against her, and God help any trees in her way. Grimm were actually starting to flee from her, sensing the immense power of her aura.

Finally, after a few more grueling miles, they came to an abrupt stop at an entrance to the caves. The cave's mouth was immense; you could have parked an airship in it with room to spare. All the students, by this time, were worn out and sweating like dogs. Even the teachers were slightly winded. "We're... We're here." Jaune collapsed onto his back and looked up. A massive plateau loomed above them all, dotted with little holes bored by Death Stalker stingers. "Now *wheeze* Mrs. Goodwitch, I think we'd all like to know why we just *pant* ran from purple smoke for a few miles nonstop. If you could-"

"They failed."

"Huh?"

"Ozpin, along with team RWBY and your upperclassmen failed to exterminate that Nevermore nest we talked about earlier. The flare can mean one of two things: either they had to fall back because they ran out of ammunition and we won't be getting a ride out of here-"

"Oh." Jaune threw his hands up in mock joy.

"Or they've suffered major loss of life and the Nevermore are now headed towards us, the only other non-Grimm entities in the forest. And we won't be getting a ride out of here."

"Oh."

No sooner than his face had fallen did a horrifying chorus of snarling and growling come from the trees. With the falling leaves and the dust they'd kicked up, they had absolutely no visibility. The blood red eyes of hundreds of Grimm blended with the leaves of Forever Fall to create one fiery swirl of bright, yet ominous, color. Out of nowhere, a Beowolf leapt out from the right, tackling a student to the ground. The student's team went to work instantly, dismantling the Grimm to little more than fur. Almost immediately, four more dropped from the trees and advanced. Two Ursas, one big and one small, stretched to their full, ominous size from behind a rock. A student with an scoped warhammer pointed into the distance. "KING TAIJITU 2 CLICKS TO THE WEST!" Their barrage through the forest had alerted hundreds of Grimm to their position, and ALL of them were coming.

Glynda looked around and began firing blindly while walking backwards. Confusion and panic sent the group of jittery first years into a frenzy, firing randomly and almost killing their classmates. Flashes of blue, white, green, pink, red, any and every color lit up the forest, but more Grimm kept coming. Beams of lavender rocketed off into the growing mass of Grimm as she called everyone into the cave, an urgency never before heard in her voice. She stood by the entrance, simultaneously firing and counting the students. Port brought up the rear once again, screaming bloody jovial murder as he sent blazing bullets into the crowd of black and red. Once Port had made it in, the two Professors unleashed a volley at the cave mouth's roof, sending rocks crumbling down, over and over and over until there was no light left in the cave. The entrance was sealed.

And all was black.

The students, who were all panting and suffering noisily just a moment ago, fell into an eerie, horrified silence. Both options meant further suffering and fear on the way back, but the latter one… well, they tried to keep the latter one out of their heads. The latter one involved, not only injury, but as Professor Goodwitch put it, "major loss of life". Immediately, Jaune thought of the immensely beautiful, powerful, and too-young team RWBY getting speared through the skull by- no, no that couldn't have happened. Ozpin wouldn't have let any of his students die, would he? The cause of the purple flare just had to be the former cause. They simply ran out of ammo, right? Plus, though they were still hunters and huntresses in training, they could still hold their own against mountainous odds when the occasion called for it. Yeah, that had to be the cause.

Or at least that was what Jaune repeated to himself in his head as he descended deeper into the plateau, doing his best to avoid running back into the forest. Professor Goodwitch lit her wand, throwing a soft purple light onto the black walls. In this context, black is not synonymous to dark. Black as in black, like the spades in a card deck or the Magic 8-ball you stopped believing in when you were 10. Sticky, too, like syrup. They couldn't tell what it was, maybe a residue of Grimm fluids coating the walls, but they trekked through it anyway.

"Nora." Ren turned and whispered to the girl to her left who looked quite out of place amongst the gloom.

"Yeah?" she replied.

"How far do you think we'll have to go?"

"Until?"

"Until we encounter a Grimm." he clarified, in an even quieter whisper. Of course, whispering in this place wasn't entirely necessary, seeing as they'd already caused enough of a racket getting here. But something in these caves called for quiet. The fact that this was one of the main Grimm nests in all of Vale was a little unsettling, but the fact that they hadn't encountered a single Death Stalker yet, so far in, was downright disturbing. This place should have been crawling with them. Where were they?

Nora sped up to the front of the haggard little group and whispered to Professor Glynda, who, after a moment's pause, turned and whispered back. The small girl nodded, then stopped in her tracks so Ren could catch up. "What did she say?"

"She said that all this goop was a sign." Ren frowned. He hated when Nora tried to be all elusive and mysterious. He hated when anyone tried to be all elusive and mysterious. Especially in a situation like this, he needed answers quickly. Yet he remained patient, this was Nora after all.

"A sign of what?"

Nora looked around at the walls as she clarified. "The new batch of Death Stalkers have recently hatched. All this goop is a safety measure by the mothers so none of the babies can hurt themselves. Which means-"

"They'll all be at the central nest, guarding the young." Ren finished her sentence for her. "We've got a lot more Grimm to fight." A worry line becoming increasingly more obvious on his forehead. Nora didn't answer, she just continued to stare up at the ceiling, her hands in her pockets. This continued for a little while longer, but only a little while.

"Oof!" Nora bumped into Pyrrha's back and nearly bit her tongue off. "Pyrrha, wh-"

"Shh!" Pyrrha hissed. Wordless, the spartan pointed to Professor Goodwitch, now joined by Professor Port, whose hand was raised to signal a stop. The generously built man stooped down and picked up a little shape off the cavern floor.

Port turned to his audience of students and showcased the thing in his hand. "This, my students," he whispered. "is a Death Stalker still in its pupa stage. We're going to be encountering a lot of these on the way down, some of which may have progressed to the point where they can attack." Ren and Nora shared a look. "Be war-"

SQUELCH SKIT SQUELCH SKIT

The students froze Immediately, Port drew his blunderbuss axe immediately and aimed down into the darkness. Glynda raised her wand behind her head, and lurched forward, flinging a lavender ball of light through the cave. The ball illuminated the cave only for as long as it was in the air, but as the makeshift flare died out, Glynda could swear she saw a rock move.

SQUELCH SKIT SQUELCH SKIT SQUELCH

She threw the ball again. Nothing. Was it just her or was the black stuff getting more dense?

SQUELCHSKITSQUELCHSKITSQUELCHSQUELCHSKITSQUELCHSKITSQUELCH

With one final heave, she launched a miniature purple sun into the darkness, and at once, the dank, sticky walls were alive with movement.

Now, an analogy to help you visualize the next few milliseconds. Imagine standing in a room with beautiful wood floors, well decorated walls, and a ceiling that was entirely black except for one point which was white. Imagine thinking that the little white spot was a spider. Then, imagine that you were mistaken, and that little white spot was the only part of the ceiling not covered in black widows. Keeping this image in mind, imagine how the students of Beacon felt as the ceiling crashed to the floor and began skittering madly towards them.

Professor Goodwitch's professionalism almost cracked at the sudden combination of all hell breaking loose behind her and the flood of baby Death Stalkers rushing towards her. Fortunately, almost was the keyword. With a swift flick of her wand, a purple wall appeared before her- no, a forcefield? A barrier? Imagine a droideka from Star Wars- and the black flood broke upon it, shuddering slightly. Beside her, Port had stumbled in shock, but recovered and raised his weapon-

"NO!" Port turned to the woman quizzically. "This barrier works both ways, Peter. They can't harm us from their side, but we can't harm them from ours, either. If you shoot, chances are, the bullets will ricochet and hit a student. Or worse, me!"

"So what are we to do?" shouted Port, partly out of anger that his slaughter was interrupted and partly because he could hardly hear over the screaming of the students. "QUIET!" he yelled at his class to no avail. "Can you open small holes in the barrier?" Port turned back to Goodwitch, who nodded.

"Won't they make it through, though?" She yelled over the chaos, her brow furrowed.

A small smile formed under the bush that was his mustache. He turned to the panicking class behind him, and fired his blunderbuss into the wall goop once, calling for quiet. "You are trained warriors! Get over it!" Port strode forward confidently to them. "Now. Any of you who use explosives or incendiary tactics, come with me. I have a plan."

Ren looked at Nora, who sheepishly complied, along with 4 or 5 other students. He patted her on the back a little absentmindedly and watched her advance. It turned out that, apart from her, there was only one other student trained with explosives. the other three used some form of fire as a weapon or semblance. Port pointed to her and the other bomb wielding student, a big burly guy who looked like he could crush the nearest flower by staring at it. "I want you two to fire in an arc, so your rounds almost hit the ceiling but then fall onto the babies. You other three-" he pointed to the rest. "will light up the hole that this leaves so none of them get through. Ready?"

Nora and the giant of a student fumbled to get their weapons ready, taken by surprise by the speed of his orders. "W-wai-"

"FIRE!" At once, Nora and the other student released one round in an arc toward the top of the shield, which opened up a small hole temporarily. The mass of Death Stalker babies didn't reach this high, so the rounds went through unhindered, but still, a few smarter ones chose to climb the shield into the hole and fall through. The fire based students took care of that as the hole closed behind the rounds, which fell into the sea of black. A pregnant pause, and the center of the mass was engulfed in a white light, erasing anything within blast radius.

"AGAIN!" They repeated the procedure four more times, and four more times did the shield get redder and redder with Grimm blood. Then, the final rumble, then silence. Glynda waved her wand once more, and the formerly-purple shield vanished. Port ordered all the fire users to burn all the blood, as they could all get infected with disease from too much contact. The first wave was finished. The other students, who had been standing back and watching the entrance, could now move on.

Ren caught up to Nora. "Hey. You okay?" He leaned over to catch her eye, as she held a blank expression on her face. She was shaking slightly, and her eyes were still unfocused. Ren pulled her into a hug, to which she responded to, but only very stiffly.

"That was a lot of… uh… blood..." Ren had come to learn over the years that, though she loved mayhem and explosions and general destruction of anything, she really couldn't stand blood. Very ironic, as Ren had pointed out many times before to her chagrin.

"It's okay, Nora, it's over now. Can you keep going? Or do you want-"

"No, let's keep going." Nora pushed him out of the way, not rudely, but not very warmly either. Ren dismissed it as stress and shrugged. They kept walking.

"Professor Goodwitch?"

"Yes, Mr. Arc?" The woman's calm demeanor would never be shaken by anything, not even the massacre of a million squealing scorpions.

"How far do we have to go? Can't we just stay here and wait for them to come out?"

Glynda sighed. "For once in your life, use your brain, Arc. Would you stay outside, a cave of Death Stalkers at your back and hundreds of different types of Grimm lurking through the forest with hardly any visibility and absolutely no support?"

"Uh-"

"And would you allow the Death Stalkers to keep reproducing so that we have to fight more of those things?" Glynda pointed behind them to the mass of charred black goop on the floor.

"Well-"

"Mr. Arc, this mission was not just a bigger version of whack-a-mole. There will be more spawn, and if we give them time to mature, they will grow, as I'm sure you learned in Professor Port's class, at an exponential rate. Our mission has changed. Before that-" Glynda pointed again. "it was to simply kill off a few Death Stalkers and come back. But since the eggs have begun hatching, the danger of this mission has increased drastically. Our new objective is to completely destroy the central nest."

"So they can't reproduce and they'll either die out or move somewhere else?" Jaune smacked his palm with his fist, proud of his deduction.

Glynda sighed. "Yes, Mr. Arc, that was implied. No more nest equals no more Death Stalker babies equals no more big Death Stalkers equals a higher chance of us making it out of here alive."

"U-uh.. sure."

"All we can do for the moment is hope that no more of those little beasts- or the big ones, for that matter- come up our way so we can make it in and out as fast as possible. Now, if you'll excuse me.." Goodwitch walked over to Port and they began whispering furiously.

Jaune shrugged and joined his team, and for the next 10 minutes or so, all were silent. Aside from the squelch of blood-blackened boots on the floor and the occasional echoing drip of water, nothing could be heard. Silence. It was eerie, uncanny… sinister. Every second felt like an eternity of dread.

After 600 or so eternities of dread, a dull red light illuminated Glynda's face, before vanishing to black and reappearing repeatedly. They'd reached the central nest. Three mighty conic pillars stretched from the floor to a cavern roof about a hundreds of feet above, so high that the top couldn't be seen. This was where the source of the softly pulsing red light was; the pillar was not made from rock, but a luminescent substance alien to them all. Nicks in the pillars were marked with a fat black Death Stalker egg each. The students spread out around the cavern and began to explore. Teams inspected the surrounding caves leading off into the distance, but wisely chose not to venture any further. One could die, not even by Death Stalker, but by just getting lost and starving.

"This is it? This is what we came to destroy? They look so… fragile." Jaune walked over and poked the base of the pillar with his sword ever so lightly. A small, ethereal ripple emanated from the point of contact up, up, up towards the very top, fading beyond vision into blackness. "Huh…" Jaune whispered to himself.

"Really don't think that was a good idea, Jaune." Ren's gaze followed the ripple until it disappeared. The blonde shrugged and moved on to the other pillars.

"It's so hot in here." observed Jaune.

"Sorry." whispered Ren, earning a giggle from Nora. Anything to make her laugh; morbid Nora was sort of bringing down the morale.

And she was still giggling as the ripple Jaune had caused alerted a hundred full-grown Death Stalkers crawling in the darkness on the ceiling, causing them to drop down to obliterate (or eat) whatever foolishly brave things had come to harm their eggs.

And her giggle was still dying down just as the nearest Death Stalker, a millisecond later, used a thick stinger to impale Ren's torso, holding him suspended in the air.

And absolutely all hell broke loose.

*JIGGLES WEAKLY*

honestly though, I sincerely apologize, on behalf of school, for the massive gap between last chapter and this update

all my thanks to anyone who's ever read this junk

next chapter is the last chapter of this arc I promise

RIP RWBY until next year

aaaaaaaaaaaand this is TreesofPaper, living life for the next chapter (no matter how many millions of years it may take).