Din flew over several buildings, still carrying Maul and Ahsoka. They had cleared out a part of Mantle. Meanwhile, Ironwood had engaged in a confrontation with Watts that ultimately led to the hacker's defeat. Qrow, Robyn, and Clover had banded together and all managed to take out the psychotic Tyrian quite easily due to their teamwork.

Din: General?

Ironwood: Everyone, you are needed back in Atlas, immediately.

Din: Wait, we haven't finished evacuation!

Ironwood: This is urgent! It's an order, fall back for now!

Din remained silent, setting down onto the ground.

Maul: What in the force was that?

Ahsoka: ...No telling.

A bullhead landed in front of them, the door opened to reveal the Ace Ops, JNPR, and RWBY.

Harriet: We have our orders! Let's go!

Ahsoka made her way onto the bullhead, Maul glanced over at a still Din before staying in place.

Elm: What are you doing?! Let's go!

Din: No...

Harriet: What?

Din: I said No, we're staying.

Harriet: We have our orders-!

Din: To hell with the orders! There are still a ton of people and Grimm down here! Not up there! Down. Here.

Harriet: what the hell is your problem! (Moves closer to point a finger at him)

Din: My problem is that you're leaving all these people alone, to fend for themselves! (Notices something in the corner of his eye, and begins to reload his pulse rifle)

Harriet: Good Huntsman follow orders!

Din: Good soldiers follow orders! If you can't see the difference, (kicks a deactivated Atlesian Knight) your no better than a droid...

Din swings his pulse rifle around, shooting a sabyr that had just emerged from an alleyway. He then walks away from Harriet and the bullhead, being followed by Maul.

Harriet: Psh, please. As if you'll do anything to the Grimm.

Din: Better than knowing I left them here to die...

Harriet storms back to the bullhead, closing the door as it took off, sitting in the pilots chair.

Ruby: We're just leaving them?!

Harriet: We'll deal with them later. Right now, we've got orders.

Ironwood lets out a relieved sigh and grins. However, when he looks ahead of him, his grin instantly fades, his eyes widen in shock and he drops Watts' bag on the floor.

Just outside the academy, transports of Atlas Academy students are arriving, and Winter Schnee is instructing them.

Winter: All students are to remain indoors until further notice. Faculty and upperclassmen can provide gui--

Winter's communicator makes a noise, and she answers it. Ironwood's voice comes through, and his tone is gravely serious.

Ironwood: (over communicator) Schnee.

Winter: Yes, sir?

Ironwood: (over communicator) Was anyone caught trying to enter the school grounds while I was away?

Winter's eyes widen, and she turns to look at the school.

Winter: (uncertain) N-no.

Ironwood: (over communicator, speaking slowly) Are. You. Sure?

Winter's eyes widen more, and she sprints toward the school.

Cinder: Still afraid, I see.

Cinder is standing in a hallway inside the academy, watching Winter through a window. The lights in the hall are red.

Cinder: Now show me where you've been hiding her.

While flying over Mantle, Penny Polendina receives a transmission on her communicator and listens to it.

Penny: Affirmative.

Penny changes course to fly up to the City of Atlas.

Weiss: I don't understand.

Weiss is aboard a Manta that is headed toward the City of Atlas. Ruby, Jaune, Pyrrha, Nora, Ren, and Elm are also on board, and Harriet is piloting.

Weiss: Why would the general call us back without giving a reason?

Ren: Especially with evacuations still going on in Mantle.

Elm: You don't have to understand orders, kids. You just have to follow them.

Harriet: Civvy transports won't be stopping anytime soon. If the general says he needs us now, he needs us now.

Jaune: You all get to the general and find out what's happening. We'll bring Oscar and see you soon.

Ahsoka closes her eyes, resting a hand against her forehead. Before snapping her eyes open, and looking to Jaune.

Ahsoka: I'll come with you.

Jaune nodded and walked off, Ahsoka followed, before splitting off and making her way to Atlas Academy.

Sometime shortly after, Team RWBY arrives in Ironwood's office, along with Harriet, Elm, Marrow, and Vine. Ironwood is sitting behind his desk with his back turned to them. Large military airships are visible through the window.

Harriet: General Ironwood.

Ironwood turns his chair to face them.

Ironwood: We have made a critical error.

He places a queen chess piece made of black glass on his desk.

Ironwood: The Black Queen was the symbol Salem showed us before we lost everything. Her way of telling us she was inside. That it was too late. We stopped Watts. We stopped Callows, but someone was here. They put this in my office to tell me that--

A look of realization crosses his face.

Ironwood: (panicking) What if Mantle was just a distraction? What if it was just to draw us away from the academy to, to--

Weiss: Sir. I-it's going to be okay. We've got Mantle on our side now, and--

Ironwood: How do we know that wasn't part of their plan?

He brings his hand down on his desk and stands up. Ruby and Weiss look at him with concern, while Blake Belladonna and Yang Xiao Long look at him tensely.

Ironwood: How do we know they didn't want us to bring people into Atlas by the thousands?

Vine: In trying to save everyone, we left ourselves most vulnerable.

Ironwood: Salem has been one step ahead of us this entire time!

He angrily slams his fist down on his desk, denting it. The impact bounces Watts' bag and the chess piece, and the latter falls over and rolls across the desk, emitting the characteristic noises of glass. Ruby steps forward, staring at the chess piece.

Ruby: It's... glass.

Vine, Marrow, Elm, and Harriet look at her, uncertain of what she means.

Ruby: Black glass. This was Cinder.

Yang: She's alive? And she's here?!

Ironwood: (sighs) If Cinder's here, then, for all we know, Hazel's here, too!

Blake walks forward a few steps.

Blake: Sir, this isn't over yet. We're with you.

She places her hand on her chest and gives him an encouraging look. He looks at her and straightens up, his voice gaining an ominously serious tone.

Ironwood: Are you with me?

Blake's cat ears fold over, and Ironwood walks around to stand next to his desk where Watts's bag is, while Vine and Marrow look confused.

Vine: Sir?

Blake backs up to stand in line with her teammates again, her ears still folded over.

Ironwood: How did Robyn know about the Global Communications Project?

The Ace Operatives look at Team RWBY. Blake and Yang look nervous. Yang looks to the side in thought for a moment, then looks at Ironwood.

Yang: We told her.

Ironwood narrows his eyes at her.

Yang: The night of the ambush.

Elm: You did what?!

Yang: We were trying to help.

Something inside of Watts' bag pushes outward.

Marrow: By going behind our backs?

Harriet walks over to Yang, glaring at her. Blake's cat ears are standing up again, alert.

Harriet: Wait. Does that mean you let her escape?

Yang: Robyn is on our side!

Watching the confrontation in front of her, Blake's cat ears fold down again.

Yang: She always has been.

Ironwood: We didn't know that for sure.

The thing inside of Watts' bag presses outward again. Weiss grips her head.

Weiss: None of this matters right now!

Ironwood: Loyalty always matters!

Suddenly, red tentacles spring forth beside Ironwood, who yelps and moves away, drawing and aiming his white revolver at the Seer that has emerged from Watts' bag. Everyone else in the room steps backward with widened eyes. Ruby gasps, Yang brings her fists up and Blake's cat ears prick straight up in alarm. The Seer rises up high in front of the desk, and Salem's voice comes from it.

Salem: General Ironwood.

The Seer's tentacles tense and curl up, and it trembles, emitting a high-pitched screech as its head cracks. Ironwood watches in fear, backing up against a wall with his gun still aimed at the Grimm. The Seer withdraws its tentacles against itself, turns over, and drops to the floor, the red smoke inside of its head fading away. It bounces down the steps, stopping in front of Team RWBY, and black smoke pours from the crack, swirling into the air and forming an apparition of Salem. Her voice echoes out from the apparition as it speaks.

Salem: The brave Huntsmen and Huntresses bested Arthur Watts. Congratulations.

Weiss, Blake, and Yang stare at her in fear. Blake's cat ears are flat against her head. Ruby speaks up, showing no fear.

Ruby: We stopped Tyrian, too. And we'll stop Cinder, and anyone else you try to send here.

Ruby steps forward as she speaks, and Blake's cat ears stand back up again.

Salem: Dear girl, their goal was never victory. It was merely to set the stage.

Ironwood: For what?

Salem turns her head to look at Ironwood and smiles.

Salem: For me.

The Salem apparition drifts over to Ironwood.

Salem: Time isn't on your side, James. It's always been on mine.

Ironwood watches her with wide, terrified eyes.

Salem: The people of Atlas have suffered enough. Surrender the Staff and the Lamp to me, and they needn't suffer any further.

Ironwood lowers his gun.

Ironwood: That's... not going to happen.

The Salem apparition leans down to look him in the eyes.

Salem: Simply accept the futility of your situation...

She shows him a soft and gentle-looking smile.

Salem: (softly) And this can all be over.

Ruby: We've seen what you're capable of. The lamp showed us.

Salem's feigned smile disappears, and she straightens up. Ruby is staring confidently at her.

Ruby: It showed us everything.

Salem turns her head to look at Ruby, and then the rest of her body turns as well.

Ruby: We've seen that you can't be killed. But we've also seen you fail.

Salem stares at Ruby with narrowed eyes. She drifts across the floor to hover in front of Ruby.

Ruby: We don't have to kill you to stop you. And we will stop you.

Salem: Your mother said those words to me.

Ruby loses her confident expression. An image of Summer Rose comes to Ruby's mind. In the image, Summer is standing on the cliffside on Patch. The grass is brown, the wind is blowing and there are dark gray clouds in the sky.

Ruby: My... mother?

In the image in Ruby's mind, Summer appears somewhat farther away and closes her eyes, her hands clasped together.

Salem: She was wrong, too.

Ruby begins crying and quickly lowers her head and presses her hands to her eyes. In the image in her mind, Summer is standing even farther away, turning her back to Ruby, with the wind blowing harder. Ruby frantically wipes her tears away. Her silver eyes flicker a couple of times, and then she yelps as her eyes emit a brief flash.

The Being: I remember that...

Salem abruptly turns her head, watching as a cube shimmers into existence. The cube glows, before emitting a hologram of The Being, who was adjusting his tie. His height matches Salem's.

The Being: I also remember what she did to you, she almost killed you...

Salem: This does not concern you, Being...

Ironwood couldn't believe his ears, was that fear in Salem's voice?

The Being: Oh I believe it does... see, I have an experiment in this current timeline, I would hate for it to end so soon.

The Being stepped towards Salem who growled slightly.

The Being: So bring your army witch, and I will bring mine...

Salem's smoke form disappeared, leaving only The Being's hologram. He turned to face the Huntsmen, who drew their weapons hastily.

His head dipped slightly, before disappearing as well.

Marrow: That's Salem?! That's who we're up against?! And who was that guy?!

Harriet: And they're apparently on their way.

Elm: But we'd be alerted if any forces had approached the Kingdom. We have long-range proximity alarms all along the coast, and--

Vine brings out his Scroll and checks something.

Vine: They're offline. With all of the chaos, we didn't notice.

Marrow: Watts must have shut them down!

Ironwood's voice catches their attention. His tone is very serious and lacking in emotion.

Ironwood: Or they've already been destroyed.

Ironwood walks over to the window and stares outside.

Elm: What? All of them?

He does not answer.

Blake: You said in your speech that Amity Tower was ready to launch. Was that true?

He continues staring out the window with no response. Blake and Weiss look at each other, uncertain about the silence.

Yang: No. You just said that... to lure out Watts.

Yang sits up and looks at Ironwood. He continues silently staring out the window with no emotion in his eyes.

Weiss: General Ironwood?

There is silence for a moment.

Ironwood: I sent your sister to claim the power of the Winter Maiden.

Weiss gasps, and her eyes widen.

Weiss: What?

Ironwood: When I realized we'd been compromised, I knew we couldn't wait any longer. The Staff and the Lamp have to be locked away.

He slightly tightens his grip on his revolver. Ruby sits up, wiping her eye.

Ruby: I thought... you said we could keep it.

Ironwood: (anger slowly returning to his voice) Well, that was before you lied to me about the Lamp. Before you lied to us about Robyn, before Salem was right on our doorstep.

As he speaks, he turns around to face them. He then starts walking forward to stand next to his desk again.

Ironwood: Before Mantle was nearly destroyed, myself and my army were left exhausted.

He lashes out, hitting Watts's bag off of his desk. He takes a moment to calm down and sets his gun on the desk.

Ironwood: The timeline has changed. And so we must change accordingly.

He picks up the queen chess piece. Harriet stands at attention.

Harriet: What are our orders, sir?

Ironwood: We are going to take our plan for Amity Tower and apply it to the city of Atlas.

He crushes the chess piece in his hand, and Ruby jumps to her feet.

Ruby: What?!

Ironwood drops the shattered glass from his hand.

Ironwood: It was Oz's plan in a former life. But he didn't take it far enough.

Ironwood: If we harness the power of the Staff, and raise ourselves high into the atmosphere, the city's artificial climate will keep citizens and food supplies unharmed. Always out of reach of whatever Salem may try to send our way.

Blake's voice shakes slightly from emotion.

Blake: But we're nowhere near finished evacuating everyone! You'd be leaving Mantle to die.

Ironwood responds with far less emotion.

Ironwood: Yes... I would.

Ruby and Blake stare in shock, while Yang glares and Weiss is on the verge of tears.

Ironwood: We can't allow Salem to capture the Relics. This is our best chance at getting the Staff, the Lamp, and the Maiden as far away from her as possible.

Ruby: But we have an opportunity to reunite the world. If we launch the tower, we can all work together again. We could even call for help. If we can hold out long enough--

While Ruby speaks, Ironwood picks his gun back up, holsters it, and walks over to her.

Ironwood: Sometimes, doing the right thing means making tough decisions.

Blake: You're right. And I think the right thing to do would be to stand our ground.

Yang: Me too.

Weiss: Me too.

Ruby: Me too.

Ruby looks confidently at Ironwood and then looks over her shoulder at Vine and Marrow. Vine's expression shows no emotion, and Marrow is sadly looking away. Surprised, she turns to look at Elm and Harriet, who also show no sign of siding with her.

Harriet: We ran ourselves ragged trying to save Mantle tonight. We try that again against an even larger force--

Yang: But you're Huntsmen and Huntresses! You can't just back down from a fight!

Vine: You can't focus on one single fight while trying to win a war.

Weiss: What's the council going to say?

Ironwood: Nothing. Once I declare Martial Law.

Weiss: (distraught) No.

Blake: What about Robyn?

Elm: Who exactly are you loyal to?

Ruby: We're loyal to the people counting on us to save them!

Ironwood: We are saving who we can.

Ruby turns and looks at Ironwood, who looks at her with no visible emotion in his eyes.

Ironwood: And you're standing in our way.

Ruby, Weiss, and Blake look upset, and Yang glares daggers at him. Suddenly, Ruby's Scroll flashes and vibrates. It then lights up with a ping noise and emits Jaune's voice, causing Ruby to look at it.

Jaune: It's Jaune! We've got a serious problem!

Ruby's eyes widen. She looks at Ironwood, who furrows his brows. Ruby gains a determined expression and reaches for her Scroll. Ironwood steps toward her, bringing his hand out from behind his back, and Ruby uses her Semblance to split into two separate blurs and quickly fly past Ironwood. The blurs converge behind his desk and turn back into Ruby, who is holding her Scroll with the group communications chat open.

Ruby: Ironwood's declaring Martial Law and abandoning Mantle! Salem is coming, and he's going to use the Staff to move Atlas. If we don't stop him, then Mantle's going to be des--

Jaune is listening in an Atlas Academy hallway that has red lights on. Winter and Penny are listening in the facility that Fria is held in. Qrow and Robyn are listening aboard the Manta transporting Tyrian. Din and Maul heard it from his scroll as he removes the dark saber from the skull of a Grimm.

There is a beep, and Ruby's call is cut off. Qrow and Robyn glare at Clover who is sitting across from them. Clover looks surprised, and a bound and conscious Tyrian grins at everyone.

Vader listened to what Ruby said and furrows his brow out of anger. Increasing the speed of his bullhead with the force.

Ruby looks at her Scroll, shocked. The communication symbol has turned red with a white slash across it, and the screen displays the word "LOCKED".

Ruby: What? No!

She stands up from behind the desk and looks at Ironwood, who is holding his Scroll up. He puts his Scroll away and heads for the door.

Ironwood: I'm sorry it's come to this, but until Atlas and the Relics are safe, you're all under arrest.

Weiss and Blake glared at him, and Yang looks furious.

Ruby: We won't just let you take us.

Ironwood stops in front of the door, and the Ace-Ops move to stand between him and Team RWBY, staring at Ruby and her teammates. Ironwood glances over his shoulder at them.

Ironwood: I know.

He leaves his office, the doors closing behind him. In a hallway somewhere in Atlas Academy, Jaune is staring at his Scroll's screen, which displays the red marked-out communication symbol and the word "LOCKED".

Jaune: Ruby, are you there? Ruby!!

He frantically taps on the screen and stops when he hears Nora's voice in front of him.

Nora: Did you... tell them?