Ultimatum

Ironwood's office...

James Ironwood overlooks Atlas from his office. Manta airships fly by. Someone is heard clearing their throat.

"Sir, we have confirmation that Doctor Watts has escaped military headquarters with the assistance of Cinder Fall. We do have Jacques Schnee in custody…" Atlas Commander said.

"I don't give a damn about Jacques Schnee. What about the other two?" Ironwood asked.

The pair of Atlas officers stand at attention with nervous looks on their faces. Sweat drips down the side of the commander's face as she addresses the remaining prisoners statuses.

"Sir, Branwen and Hill have...evaded capture." The Atlas Commander said.

As she says this, Atlas soldiers are shown scouring the wreckage of Cinder's break-in to retrieve Watts. A soldier lifts up some debris revealing a crow, which flies into the air before transforming into Qrow, who tackles the soldier to the ground.

"But we are monitoring every exit, so they must still be inside the compound." Atlas Commander said.

Atlas cells…

Another soldier lifts up some debris, revealing Robyn. She lifts her head up as the soldier points his gun at her.

"Hands up! We're moving you to another…" Atlas soldier said.

As he says this, Qrow chokes out a nearby soldier before bringing up his fist to punch the soldier holding Robyn at gunpoint.

Ironwood's office…

Back in the office, Ironwood angrily slams his left fist on his desk.

"Damn it!" Ironwood said, huffing angrily before composing himself. "Search everywhere for them. Do not return to this office until you have Qrow Branwen in custody."

"Of course, sir." Atlas commander said.

The pair of officers salute before leaving. Ironwood turns around to look outside the large window again. He sighs as he brings his fingers up to his ear to talk into his comlink.

"What's the status of our…" Ironwood said.

Suddenly, a series of bright flashes occur outside his window, before a massive explosion is seen engulfing Monstra. The explosion shines so bright as the light is seen engulfing Ironwood's office.

Down on the battlefield, Winter Schnee leads the charge as the Ace Operatives carry the bomb that was to blow up Monstra, before they are knocked back from the explosion.

Schnee Manor...

At the Schnee Manor, Weiss Schnee enters her room carrying a plate of bread, soup and a drink, but she drops it in shock and runs up to Jared upon seeing the bright explosion occurring outside her window.

"Jared. Why are you watching this?" Weiss asked.

Nora Valkyrie and Klein Sieben also watch the explosion from the bedside.

"Because Ironwood is becoming the Tin Man from the Wizard of Oz. That's what! He is losing his heart and humanity!" Jared said, angrily.

Solitas…

The explosion further reaches into the City of Atlas, knocking back and obliterating some Lancers. The entire scene is engulfed in a bright light.

In the explosion's aftermath, Monstra is seen starting to dissipate. The morning sun shines through the particles of the slain Grimm. Through the dust, Neopolitan can be seen happily skipping away from the Grimm with the Relic of Knowledge in her possession.

Elsewhere, Winter gets up to witness the quiet battlefield.

"Is everyone all right?" Winter asked.

"No injuries here." Vine said.

"What?!" Eon exclaimed.

"They...they were still inside." Marrow said.

"Target destroyed. Good work. But no time to celebrate. Return to the Academy at once. We've got a new problem." Ironwood said, over comms.

"But...that wasn't us." Marrow said.

"Then we can tell him in person. Load it back up, we're leaving." Winter said.

Atlas...

On the roof of a skyscraper in Atlas, Cinder and Watts stare at the disintegrating carcass of Monstra.

"Did...did anyone respond?" Watts asked.

"No." Cinder said, glancing at her Scroll.

"Well, she'll come back. In the interim we need a plan."

"Plan? The plan hasn't changed." Cinder said, walking a short distance away. "I'm going to rip the Maiden power out of Penny Polendina, because you're going to bring her to me."

"I beg your pardon?" Watts asked.

"You said in your message that you have control over Penny." Cinder said.

"I said I had Penny under control, not that I could telekinetically force her to do whatever I want."

Cinder turns around, looking irritated, "What?"

"I implanted a virus in her, you dimwit. She's on a set path now. At least, she should be. As much as I hate to admit it, there seems to be some part of her capable of resisting." Watts said, turning away. "Regardless, it's only the matter of time before her mechanical body succumbs to the virus. She'll open the Vault, then she'll destroy herself and our little Penny problem will be do…"

Cinder's Shadow Hand lashes forward, grabs Watts by the collar and pulls him toward her.

"What do you mean, she'll destroy herself? How am I supposed to take her power if she's dead?!" Cinder exclaimed.

"You know, it's impressive that you haven't realized this yet, but I don't work for you!" Watts said, angrily.

Cinder extends her arm again, hanging Watts off the edge of the roof.

"Please. You can't just threaten me like everyone else." Watts said.

"You think you're so clever, don't you, Arthur?" Cinder asked, and she began walking toward Watts.

"Salem sent you to bring me back…" Watts said.

"Salem isn't here right now, but I think we can still come up with a plan while she's pulling herself together. First, I'm going to watch you plummet to an unremarkable end. And then I'm going to burn a path directly to the Vault where I will wait to tear that magical puppet to pieces." Cinder said, extending her Shadow Hand further, dangling Watts in the air high above the streets of Atlas. "And take...what is mine."

Cinder conjures a flame in her free hand, smiling confidently, but her smile quickly fades as Watts starts laughing.

"Oh, of course you are! Because that's just what you do, isn't it? And how has that worked out for you? You stormed into Fria's room, thinking you can take on Ironwood's top fighter, an ally of Team RWBY, and Ironwood's war machine. But you couldn't." Watts said, while Cinder has a flashback of her battle with Fria, Penny, Winter, and Jared. "And that machine became the Winter Maiden. Oh, and let's not forget your deal with Raven Branwen." Cinder has another flashback, of her defeat by Raven. "Get all your enemies in one place so you'd have a shot at revenge. If only someone could have warned you against such a miserable idea. Oh wait, I did! But you pushed ahead and you lost it, when all you had to do was your job!"

Cinder's expression becomes increasingly angry; her Maiden powers form a vortex of orange energy around her.

"You think you're entitled to everything just because you've suffered, but suffering isn't enough!" Watts said, as Cinder has a third flashback, of her abusive childhood. "You can't just be strong, you have to be smart! You can't just be deserving, you have to be worthy! But all you have ever been, is a BLOODY MIGRAINE!"

Cinder screams in rage, but instead of dropping Watts, she drags him back, releases him and walks away, breathing heavily. She sits on the edge of the roof, a tear in her eye. Behind her, Watts exhales heavily.

Solitas...

"Blake?" Yang asked.

"Yang! Are you okay? Where are you?" Blake asked, her voice over Yang's Scroll.

"Yeah, we're fine. Is everyone there all right?" Jaune asked.

"We're...alive. This'll help though. Guys! They're okay." Blake said, her voice over Yang's Scroll.

"Thank god! I wouldn't have known what to do without you guys." Jared said, his voice over Yang's Scroll. "Jaune, Ren, and Yang. Come back to us. Safe and sound, okay?"

"What do we do about her?" Oscar asked, looking at Emerald.

"Hazel?" Emerald asked, crying over the loss of Hazel. "Jared? One of your friends. He was here."

"Who?" Jared asked, his voice over Yang's Scroll.

"Captain Jack Harkness."

"Jack? He'll be fine. He's immortal. He revived and regenerated through explosions. Jack can survive anything!" Jared said, his voice over Yang's Scroll. "Nothing kills him for long. I promise. I'll see him again someday. Weiss, lead them back here."

"Right, Jared. Thanks for sidetracking the conversation. I'm sending you a map. You're in the agricultural area. Just head to this access point to reach the red line subway tunnel then follow the route I've drawn for you." Weiss said, her voice over Yang's Scroll.

"Got it. We'll see you soon." Jaune said, ending the call for now.

Tunnels...

"You can't be serious. You want us to work with her?" Yang asked, looking at Oscar.

"I'm just saying it makes the most sense. We're all enemies of Salem, including her." Oscar said.

"No, I'm with blondie. You don't like me, I don't like you. So how about we just part ways and you never have to see me again." Emerald said.

"You're not going anywhere. Not after everything you've done." Jaune said.

"We can't let all of our actions stem from fear. If she could help us, I think we should consider it." Ren said, seeing purple petals flicker around Emerald.

"She is part of the reason I have this." Yang said, holding up her arm. "I'm not going to just forgive her. Everything that happened at Beacon...she lied to us, tricked us. She is dangerous."

"You don't have to forgive her. You have every reason to feel that way. Just maybe give her a second chance. We've already gotten quite a bit of help today from someone we don't exactly trust right now." Oscar said.

"Do you mean Ozpin? I had a feeling." Ren said.

"Wait, what?" Yang asked.

"Oz is back?" Jaune asked.

"I know how you feel but he saved my life. When we were tortured, he took it. So I wouldn't have to. He entrusted me with this, and the massive amount of power he had stored up in it." Oscar said, holding out The Long Memory. "Kinetic energy that he spent lifetime after lifetime accumulating in the cane he built."

"So that's how you did that? Using all of the stored up power."

"Not all, but most. We have to be careful with how we use the rest. He trusted my judgment and it saved us. I want to reciprocate that trust. There's a lot to sort out, but... Oz really wants to help."

Oscar retracts the cane and places it on his back.

"Thank you, Oscar." Ozpin said, in Oscar's head.

"All of Atlas is down here." Jaune said.

"I've seen what you can do, Emerald. However this fight ends, we could really use someone like you." Oscar said.

Atlas Academy...

"It's about time. While we dealt a decisive blow to Salem today…" Ironwood said.

"Actually that wasn't our payload, sir. I brought it back with us." Winter said.

"Then who could have...? But you still have it. This may be useful. Penny still hasn't come to the Vault, meaning Watts was either incompetent or he betrayed us. At this point, we'll never know. Cinder Fall has attacked command and escaped with him. And that's not all we've lost."

"Sir?"

"Qrow and Robyn have also escaped. Salem's creature was destroyed, but that doesn't mean we've stopped her. She will return and she will throw everything she has at us until there is nothing left. And we are perilously close to that already. I need the Winter Maiden, now. It's the only way Atlas can survive. Schnee, bring me Arc, Ren and Xiao Long."

"What for, sir?"

"I had Qrow in my hands and I didn't do what needed to be done. I will not make that mistake again. I know. I'm ashamed I didn't think of it earlier. Leveraging the lives of her friends is the only way to make Penny listen to reason."

"Sir. I'm sorry, but we don't have them. Operative Schnee let them go." Harriet said.

"You what?" Ironwood asked, looking at Winter.

"Winter allowed them to go on board the creature to rescue their friend and they never came back." Harriet said.

"They were our last chance...now...now I have NOTHING!" Ironwood said, smashing the table.

The holographs flicker, then fade.

"Sir! We are detecting non-military ships on radar, dozens of them!" Atlas officer said, over comms.

"Ships? Whose ships?" Ironwood asked.

"They appear to be Schnee Dust Company freighters, sir. They're heading straight for Mantle."

"Weiss…" Ironwood said, looking at the hologram. "I see. They're trying to save Mantle. This has always been about Mantle, hasn't it? I need to make a call."

Atlas...

Cinder pulls out her Scroll.

"Your boss won't stay dead. But you will without this." Neo said, over a text.

Neo posts a picture of herself holding the Lamp.

"Who is it? Did someone survive?" Watts asked.

"If you want her name, you know what you owe me." Neo said, over text.

Schnee Manor...

Ruby ran up to Yang for a massive hug as the two let go of each other.

"I missed you too." Yang said.

"The Dalek Asylum, Dinosaurs on a Spaceship, and the Old West. I've also been through a lot with the Doctor." Jared said, walking up to Yang to hug her. "Amy and Rory. My time with them is almost up…"

"Really? How close?" Yang asked.

"Very. After the Power of Three. I have a feeling that after whatever happens here in Atlas. I'll have to face the adventure I've been dreading for a while now. The Angels Take Manhattan."

"Where's Nora?" Ren asked.

"Oscar, you…" Ruby said, holding out her weapon towards Emerald.

"No, she's okay. I can…" Oscar said, protecting Emerald from Ruby.

"Kids, the cargo ships you sent just made it but they're not alone." May said, her voice over Ruby's Scroll.

"May? What are you talking about?" Ruby asked.

"Oh my gods, run! Everyone, into the mines!"

"Are you kidding me?! Ironwood is stopping the plan we adapted from my time facing the 456!" Jared said, annoyed.

"Were those...?" Blake asked.

"This is an emergency CCT broadcast." A CCT voice said.

All CCT's and Scrolls across Atlas show the SDC freighters being shot down by Atlesian Mantas.

"What's going on?" Yang asked.

"Those ships, they were going to save people! Why would…" Weiss said.

"Because Ironwood is a fucking dick!" Jared said, grabbing Yang's hand. "The 456 adventure put a toll on my health. And that lasted for about a week. I wanted to try and help save all of the children. With Torchwood alongside my side. And we did that."

"And you wanted to help save the people of Mantle too. With the same strategy. But this time, with us."

"Exactly."

The broadcast changes to show Ironwood standing in the center of a dark room, under a spotlight.

"I have always promised to defend this Kingdom. Its technology, its future, from those who would see it destroyed. Our enemy is crippled, but one individual still denies Atlas its salvation. The Protector of Mantle. Penny, wherever you and your friends are, I need you all to listen. I know how much Mantle means to you, so I'm going to give you a choice. You can bring yourself to Atlas Academy and do your duty, help me save as much of Atlas as I can, and Mantle will be left to fend for itself. Or...you can all watch as I destroy it. I have one bomb. That's all it will take. If there is no Mantle then there is no reason for you not to work with me. Neither of us want it to come to that, but one of us is willing to do it. If anyone tries anything other than what I've ordered, Mantle...is gone. You have one hour to respond. I hope you live up to the title I gave you." Ironwood said.