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(somber piano music)

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- [Ironwood on P.A.]
Citizens of Mantle:

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Following the most recent Grimm attack,

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a temporary prohibition of
assembly is now in effect.

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a temporary prohibition of
assembly is now in effect.

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There are to be no public
gatherings of any kind.

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Please conduct your business

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and return to your homes before curfew.

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This is for your own safety.

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- [Patrol] Hey, stop right there!

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Stop running! Wait!

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- [Newscaster] Though military officials

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have gone on record to say
the footage was doctored,

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many citizens are still insisting that the

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Protector of Mantle be deactivated.

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(tense music)

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(engine running)

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(tires screech)

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- [Driver] Civilian,

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you are obstructing an
Atlas military operation.

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Please, step aside.

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- [Soldier] Everything
all right over here?

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Uh, hello?

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(body thuds)

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(energy wave resonating)

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- [Ironwood] This is
the worst case scenario.

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(fist banging)

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More people are dead, Penny's been framed,

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and somehow, Jacques Schnee
is sitting on the council.

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- That's the second shipment

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for Amity that was hit today.

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It seems election night was the last push

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It seems election night was the last push

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Robyn needed to go from hometown hero

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to full-on vigilante.

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- I'm afraid the problem

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is more complicated than that.

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(exasperated sigh)

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- [Ironwood] It seems Robyn has emboldened

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our suppliers in Mantle.

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They're refusing to sell us provisions

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until the city is adequately repaired.

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With Robyn redistributing the
goods her team has stolen,

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the Amity Project is completely stalled.

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- [Ruby] But we're so close.

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There has to be some way
we can finish the tower.

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- There is: declaring martial law.

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- There is: declaring martial law.

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(somber music)

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- [Nora] You're not actually
considering that, are you?

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- [Ironwood] What's more important?

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Establishing communications,
unite the world?

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Or appeasing a few city blocks?

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- [Nora] Don't make is sound trivial

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when you know it isn't.

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You keep talking about how we
just need a little more time,

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but you're not the one having to struggle.

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- [Ironwood] We have all
had to make sacrifices

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for the greater good.

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Mantle has had to bear a lot
of the burden, yes, but--

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Mantle has had to bear a lot
of the burden, yes, but--

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- They're bearing all of it!

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The longer this waiting game goes on,

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the harder each day gets
for people down there

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and now you wanna send in more soldiers?

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You can't force people to fall in line.

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If you do that, you'll just be trading

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all of these problems for the Grimm.

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(tense music)

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- Please, General Ironwood.

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Squeezing Mantle this way...

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That kind of division plays
right into Salem's hands.

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That kind of division plays
right into Salem's hands.

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That's why Tyrian is here framing you.

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- [Clover] Right, the reason we called

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you here in the first place.

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You're sure this was the man you saw?

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- [Winter] Tyrian Callows was accused

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of murders all across Anima.

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A homicidal maniac who escaped justice

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when his prison transport
was attacked by Grimm.

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After that, he was never seen again.

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- Well, he works for Salem and he's here.

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- If we ever had any
doubts Atlas was Salem's

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next target, I think those
are officially out the window.

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next target, I think those
are officially out the window.

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- [Ruby] But now we have a suspect.

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We can tell the people.

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- That a long-lost serial
killer is loose in Mantle

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and the military has no idea where he is --

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might make things worse
before they get better.

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- [Nora] I am so sick of secrets!

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If we just told everyone
about Amity, about Salem --

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- We can't!

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If we talk about Amity now,
we risk Salem's forces,

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who we know are here,
working to sabotage it.

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If we tell them about
Salem now, we risk falling

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to the Grimm before we
can reunite Remnant.

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to the Grimm before we
can reunite Remnant.

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We have to finish the tower.

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I want Robyn Hill in custody.

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We can offer her a deal if
she gets Mantle to cooperate.

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- We'll figure it out.

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- Anyone not assisting with Robyn

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needs to focus on Tyrian.

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I want to know who he's working with,

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where he's hiding, what he's planning,

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and how exactly that video of
Penny got all over my kingdom.

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Do I make myself clear?

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- [Everyone] Yes, sir.

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- [Ren] Yes, sir.

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(engine running)

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- [Yang] Looks like
we're approaching 51st.

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- [Clover] Thanks for the
assist on this, you two.

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Now, we may all be split
between different trucks,

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but we need to be ready to act as one

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in case Robyn's team takes the bait.

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If your truck is hit, pursue immediately.

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Everyone else will move
in as fast as possible.

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Going radio silent. Over.

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- Do you...

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Do you think we should've
told Ironwood about Salem,

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Do you think we should've
told Ironwood about Salem,

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before he put so much
on the line for Amity?

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- Sounds like you do.

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(Yang sighs)

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- I trust Ruby, but I
think he deserves to know

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what he's stepping into.

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We all did.

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You don't agree.

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- Look around.

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The embargo, the military presence,

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the restrictions on assembly.

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He's a bit prone to overreacting.

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- Yeah, hard to argue with that.

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Still, he didn't have
a lot of good options.

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- I'm not sure there are
many good options left

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- I'm not sure there are
many good options left

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for any of us anymore.

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Keeping secrets, taking lives?

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It makes you wonder how
far we're gonna have to go

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to keep doing the right thing.

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- Blake.

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We did what we had to do.

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- I know.

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But, next time, I wanna
make sure we don't have to,

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and I can tell you, ambushing
a huntress who's just

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trying to help isn't an option
I'm thrilled about choosing.

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trying to help isn't an option
I'm thrilled about choosing.

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- Then, maybe we shouldn't.

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- [Ruby] How is she doing?

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- [Pietro] She's confused, scared.

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We'll have her recorded
visual data shortly.

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That should prove her innocence,

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but the damage has already been done.

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The things people are saying about her...

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(grunts in frustration)

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If Penny hadn't been
there, Robyn would be--

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(Pietro coughs)

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(Pietro coughs)

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- I don't think Robyn was their target.

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Salem's goal has always been to divide us.

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I think Penny was exactly
where they wanted her,

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just like at the Vytal Festival.

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- And just like back then,
someone is using our own

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technology against us.

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This doctored footage of Penny

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came from her work all around Mantle,

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stolen straight from our
surveillance network.

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- Ugh, hacking, technology...

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Why can't people just do what they used to

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and fight to the death?

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and fight to the death?

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A lot simpler, if you ask me.

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- Well, if we're dealing with
the same enemy from Beacon,

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hacking into Mantle's
system would be simple.

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Fortunately, the rest of Atlas

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is running on an upgraded network.

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- [Weiss] And how would someone
get access to that network?

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- Well, only a few people have clearance.

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Ironwood, the council, our cybersecurity

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and surveillance leads and
maybe a select few who oversee

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critical systems like
sewage or the heating grid.

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- The heating grid run in partnership

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with the Schnee Dust Company.

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with the Schnee Dust Company.

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- What are you thinking?

188
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- I don't know yet, but
something isn't right.

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- [Maria] Understatement of the century.

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(Ruby sighs)

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- And how are you doing?

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- If Maria hadn't offered
to help me these past weeks,

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I'd have likely collapsed by now.

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Getting a communications
tower into the sky

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seems impossible on its own,

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but now, to think of what
people wanna do to my girl...

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(Pietro coughs)

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- Even if the worst does happen,

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- Even if the worst does happen,

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you can always reactivate her again,

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so maybe try not to worry so much.

202
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- There's a reason why Penny
is the only one of her kind.

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When the General first challenged us

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to find the next breakthrough
in defense technology,

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most of my colleagues
pursued more obvious choices.

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I was one of the few who believed

207
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in looking inward for inspiration.

208
00:10:30,000 --> 00:10:32,563
in looking inward for inspiration.

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- You wanted a protector with a soul.

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- I did. And when General
Ironwood saw her, he did too.

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Much to my surprise, the Penny Project

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was chosen over all the other proposals.

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- Why would you be surprised?

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You created an artificial aura.

215
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- Well, not quite.

216
00:10:53,730 --> 00:10:57,313
(energy resonating)

217
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- You gave her part of yours?

218
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- Yes, and each time I rebuild Penny,

219
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- Yes, and each time I rebuild Penny,

220
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it takes a little more.

221
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If the people get their
wish and she's destroyed,

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I won't be able to...

223
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(Pietro crying)

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- [Ruby] We'll find whoever's responsible.

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I promise.

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- [Yang] Robyn--

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00:11:34,063 --> 00:11:34,895
- [Robyn] Scramble!

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00:11:34,895 --> 00:11:35,938
- [Blake] No, wait!

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00:11:35,938 --> 00:11:37,520
(Yang sighs)

230
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- [Robyn] Split up, and
regroup at the hideout.

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(arrows firing)

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- [Blake] Please stop, we just want to--

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(Robyn screams)

234
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(small explosion)

235
00:12:00,000 --> 00:12:02,145
(small explosion)

236
00:12:02,145 --> 00:12:03,855
(Yang shouts)

237
00:12:03,855 --> 00:12:06,605
(bullets firing)

238
00:12:09,313 --> 00:12:11,813
(Blake yells)

239
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- If Ironwood wants me,
he'll have to send more

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than a couple of kids.

241
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- [Yang] He is.

242
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Stopping the trucks alerted the Ace Ops.

243
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We don't have long before they arrive,

244
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so please listen to us.

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You need to know the truth.

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00:12:27,435 --> 00:12:27,990
(Robyn grunts)

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- You're stalling.

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- Amity Colosseum, all these
supplies, they're for...

249
00:12:30,000 --> 00:12:31,165
- Amity Colosseum, all these
supplies, they're for...

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They're for a new communications tower.

251
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- That doesn't make any sense.

252
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- A new tower means the
kingdoms can finally--

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00:12:42,188 --> 00:12:44,270
- I know what the tower means, Fisticuffs.

254
00:12:47,605 --> 00:12:49,313
One of you take my hand.

255
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- What?

256
00:12:50,145 --> 00:12:51,480
- You said time is short.

257
00:12:51,480 --> 00:12:53,355
Either take it, or I'm gone.

258
00:13:02,605 --> 00:13:06,105
Tell me again, what is Ironwood
building out in the tundra?

259
00:13:07,480 --> 00:13:09,645
- A new communications tower.

260
00:13:09,645 --> 00:13:12,730
He's trying to help everyone.

261
00:13:14,938 --> 00:13:15,770
(Robyn exclaims in surprise)

262
00:13:15,770 --> 00:13:17,270
- You're telling the truth.

263
00:13:17,270 --> 00:13:18,480
- Handy semblance.

264
00:13:18,480 --> 00:13:20,145
- Why keep that a secret?

265
00:13:20,145 --> 00:13:22,938
- Because he doesn't
know who he can trust.

266
00:13:22,938 --> 00:13:25,270
Atlas isn't out to get anybody.

267
00:13:25,270 --> 00:13:27,230
The people murdering civilians in Mantle

268
00:13:27,230 --> 00:13:30,000
are just trying to make it look that way.

269
00:13:30,000 --> 00:13:30,230
are just trying to make it look that way.

270
00:13:30,230 --> 00:13:32,230
And if those same people
learn about Amity,

271
00:13:32,230 --> 00:13:34,438
they'd do everything in
their power to destroy it.

272
00:13:34,438 --> 00:13:35,813
- So, who are they?

273
00:13:35,813 --> 00:13:37,395
Who's actually behind this?

274
00:13:37,395 --> 00:13:39,895
- [Harriet] Yang, Blake,
where are you?

275
00:13:39,895 --> 00:13:41,027
- We can't tell you that part yet.

276
00:13:41,027 --> 00:13:41,742
- Ugh, bullsh--

277
00:13:41,742 --> 00:13:44,313
- Look, we are trusting
you, so trust us when we say

278
00:13:44,313 --> 00:13:47,645
that Amity Tower needs to
stay a secret until it's done.

279
00:13:47,645 --> 00:13:49,063
We just need a little more time.

280
00:13:49,063 --> 00:13:50,188
- [Soldiers] This way, come on, over here.

281
00:13:50,188 --> 00:13:51,645
We saw them over this way.

282
00:13:51,645 --> 00:13:53,230
- Run, we'll throw them off.

283
00:13:55,730 --> 00:13:58,395
- I won't stop until I
know the whole truth.

284
00:14:07,645 --> 00:14:10,020
- [Ironwood] It's right behind that door.

285
00:14:10,020 --> 00:14:12,438
- [Oscar] The Staff of Creation.

286
00:14:12,438 --> 00:14:14,270
- [Ironwood] I hoped
bringing you down here

287
00:14:14,270 --> 00:14:15,895
might jog some memories.

288
00:14:15,895 --> 00:14:18,355
After all, it was your
idea to use the staff

289
00:14:18,355 --> 00:14:20,438
to lift Atlas off the ground.

290
00:14:20,438 --> 00:14:23,230
- I thought gravity
dust kept Atlas afloat?

291
00:14:23,230 --> 00:14:25,563
- [Ironwood] Eh, that's the public story.

292
00:14:25,563 --> 00:14:27,563
But with the staff, we have a constant,

293
00:14:27,563 --> 00:14:30,000
seemingly limitless energy source.

294
00:14:30,000 --> 00:14:30,395
seemingly limitless energy source.

295
00:14:30,395 --> 00:14:33,938
Oz once speculated it could
take us as high as we wanted.

296
00:14:33,938 --> 00:14:35,938
To tell you the truth, that served as

297
00:14:35,938 --> 00:14:38,020
the inspiration for the Amity Project.

298
00:14:38,020 --> 00:14:40,020
Get a communication tower up in the sky,

299
00:14:40,020 --> 00:14:41,688
higher than the Grimm can survive

300
00:14:42,563 --> 00:14:45,020
so we never lose contact
with each other again.

301
00:14:45,020 --> 00:14:47,730
- [Oscar] But, you're not
using the staff to raise Amity.

302
00:14:47,730 --> 00:14:50,770
- The staff can only be used
for one purpose at a time.

303
00:14:50,770 --> 00:14:51,770
We're going to have to do Amity

304
00:14:51,770 --> 00:14:54,855
the old-fashioned way, dust and all.

305
00:14:54,855 --> 00:14:58,188
- [Oscar] It feels strange,
knowing that part of me

306
00:14:58,188 --> 00:14:59,938
helped come up with all this.

307
00:14:59,938 --> 00:15:00,000
- [Ironwood] You'll get
used to it, I'm sure.

308
00:15:00,000 --> 00:15:02,145
- [Ironwood] You'll get
used to it, I'm sure.

309
00:15:02,145 --> 00:15:04,645
Eventually, you won't even
know who's who anymore.

310
00:15:05,895 --> 00:15:06,730
- Right.

311
00:15:08,313 --> 00:15:11,688
- We didn't always see eye to eye,

312
00:15:11,688 --> 00:15:14,480
but I wish I could ask Ozpin

313
00:15:14,480 --> 00:15:16,563
what he thought of all of this.

314
00:15:16,563 --> 00:15:18,645
- Well, I can tell you what I think.

315
00:15:19,480 --> 00:15:22,230
The path you're heading down
where you're the only one

316
00:15:22,230 --> 00:15:24,563
with the answers, where you do the thing

317
00:15:24,563 --> 00:15:26,980
you think is right no matter the cost,

318
00:15:26,980 --> 00:15:29,020
it's not going to take you anywhere good.

319
00:15:35,063 --> 00:15:38,563
- We have to stop Salem,
nothing matters more.

320
00:15:39,395 --> 00:15:42,063
- Some things matter more, I think.

321
00:15:43,063 --> 00:15:47,230
Keeping our humanity. It's what
makes us different from her.

322
00:15:50,063 --> 00:15:52,563
- Sometimes I worry that's
her greatest advantage.

323
00:15:53,605 --> 00:15:56,688
Without humanity, does
she still feel fear?

324
00:15:57,563 --> 00:15:58,770
Does she ever hesitate?

325
00:15:59,938 --> 00:16:00,000
When Salem hit Beacon,
even with all my ships,

326
00:16:00,000 --> 00:16:03,520
When Salem hit Beacon,
even with all my ships,

327
00:16:03,520 --> 00:16:07,605
all of my soldiers, I
was no match for her.

328
00:16:08,730 --> 00:16:10,563
I've never felt so helpless,

329
00:16:12,175 --> 00:16:15,270
the way she told me she was there.

330
00:16:26,730 --> 00:16:30,000
- [Oscar] It's okay to be afraid.

331
00:16:30,000 --> 00:16:30,145
- [Oscar] It's okay to be afraid.

332
00:16:30,145 --> 00:16:32,188
You just can't let that fear control you.

333
00:16:34,480 --> 00:16:36,895
- [Ironwood] I am not going
to end up like Lionheart.

334
00:16:38,355 --> 00:16:39,563
Do you believe in me?

335
00:16:43,355 --> 00:16:45,188
- I do believe in you,

336
00:16:45,188 --> 00:16:47,188
but not only you.

337
00:16:48,063 --> 00:16:50,480
I think the best thing
you could do is sit down

338
00:16:50,480 --> 00:16:52,813
and talk with the people
you're most afraid to.

339
00:16:54,688 --> 00:16:55,980
(Ironwood laughs)

340
00:16:55,980 --> 00:16:58,063
- Now you are starting to sound like him.

341
00:17:10,520 --> 00:17:13,270
(elevator dings)

342
00:17:15,270 --> 00:17:17,270
- [Ironwood] Winter, what is it?

343
00:17:20,730 --> 00:17:23,813
(tense music)

344
00:17:31,355 --> 00:17:32,270
- What's going on?

345
00:17:33,270 --> 00:17:35,395
- It looks like you're getting your wish.

346
00:17:35,395 --> 00:17:37,938
- My father's first act.

347
00:17:37,938 --> 00:17:40,730
We've all been invited to
dinner where the General

348
00:17:40,730 --> 00:17:43,063
will be defending his seat on the Council.

349
00:17:43,113 --> 00:17:47,663
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