Archive of Our Own ^beta

Chapter Text

Hey, little songbird, look all around you
See how the vipers & vultures surround you
They’ll take you down, they’ll pick you clean
If you hang around such a desperate scene

- "Hey, Little Songbird"

Penny knew that snow was cold. She'd just never felt it.

That was to be expected, when you had several layers of steel under your brown skin. Her body was resistant to damages and temperatures far beyond what humans could sustain. Her clothes were a formality; Atlas' military budget hadn't paid for them. Her father bought them anyway with his own money.

She was lucky, she'd been told. She didn't have to put up with all the pain that humans felt. Everything from a paper cut to an oncoming truck would leave her unfazed, even without aura. Her metal body was the reason why she'd been able to reach Fria in the middle of her blizzard, and be with her in her final moments. It was the reason she was now the Winter Maiden - a fact that left her just as confused now as she had been the day it happened.

Despite all of that, she still found herself wishing she could feel the bite of Solitas' bitter cold. To know it on a level beyond intellectual, with more than just the readings on her sensors and her clothing flapping in the wind, like the people all around her did.

It wasn't a rational impulse. Penny knew that. Her internal sensors always told her thinking about this was not efficient.

But what did efficiency mean anymore, now that Atlas was gone?

"Hey, kid," came a voice over the radio. "You frozen, or what?"

Penny startled and came back to herself. She'd been flying in a low search pattern over fields of ice, through snow coming down in curtains of clumps, as her infrared eyes scanned the tundra down below. Grimm didn't have souls, but their bodies still shed heat. This kind of job was second nature to her; she'd been designed to identify targets, then come back in one piece to report. Maybe that was why she'd zoned out, hovering in one place and staring into nothing as the snow accumulated on her body.

"I am fine!" she chirped into her in-built radio. "I got a bit distracted by the snow."

"The snow," the voice said, unimpressed. "The snow that comes down every minute of every day?"

"Every snowflake is different!" Penny said in a singsong voice. "Did you know that, May?"

"Tch. Me and everybody else over the age of five," said May Marigold. Penny couldn't see her, but she could still picture how the woman was rolling her eyes. She'd seen her do it often enough to memorize the motion.

"I only learned that recently," said Penny as she resumed her flight path. "I think it is just so wonderful! Isn't it amazing to imagine every snowfall is a new one?"

When she'd found out, she'd wondered how it could be possible. With how much snow fell over Solitas, how could anyone be sure that every snowflake was unique? She'd run the calculations in her head, trying to figure out how many snowfalls you would have to count before you could conclude that all of them were different. Or could it be that there were simply so many permutations of a set number of snowflakes that the effect was the same? There had to be limits to their physical form, after all. Maybe humans never saw the same snowflake again, but Penny was going to live forever. Maybe she could collect snowflakes, and see how long it took until she'd seen all possible forms.

That was what she'd been thinking, she explained, when Winter found her staring at a wall and almost fully drained of battery. She'd rattled off all her hypotheses while she was carried to the nearest charging station. Winter hadn't seemed to see the point, and thought it was a waste of electricity to dwell on it.

"I guess," said May eventually. "But you're not out there to count snowflakes, you're there to count Grimm. See any?"

"Nosirree!" Penny said with a salute, though May wasn't anywhere near her. "This sector of Solitas is officially Grimm-free!"

"Great. Good work," said May. "And don't call me sir."

Penny faltered. "Oh, I-"

"I know. That's probably what you were used to calling your commanders back in Atlas," May said, with a strange edge in her voice. "We don't do hierarchy like that out here, though. We're all just people of Mantle."

"Right!" said Penny, confused but enthusiastic. "I apologize profusely for any offense, ma'am!"

"Ugh," May groaned. "Sure, that's better, but - you know what, we can work on that. Just let me know when you're approaching my position."

"I'm aaaaalready here!" Penny cried as she rocketed out of the snowy skies to land in front of May. "Protector of Mantle, reporting: mission complete!"

"Fuck!" May jumped, and nearly dropped her radio in the snow. "Cool your jets, robo-girl. I nearly thought you were a missile."

Penny blinked. "But I'm not."

It should have been an easy distinction to make. Mantle had seen missiles, after all, only a few days ago. It had been Ironwood's last, desperate action to stem the tide of Grimm who poured over the city's broken walls: severing the cables that linked Atlas to Mantle, and shelling every building where the Grimm might be rampaging. That might even have made sense, said Penny's military tactics software, except for the curious detail that Ironwood seemed to have forgotten to incorporate civilian casualties into his model.

So she'd taken to the skies, at Robyn's urging, to be the Protector of Mantle. She'd fought flying Grimm and missiles alike to detonate them in midair. Wind magic had been useful for that - it was nice to be a maiden, sometimes. All the while, Robyn and her Happy Huntresses had carried out the evacuation below. It would have been unthinkable the day before, but in a world where Atlas was attacking Mantle, the barren wastes of Solitas were safer than their city.

Penny was proud of everyone she'd saved. As she and May picked their way across the tundra and returned to the camp, she counted up the shelters to recalculate her total tally. It wasn't all of Mantle, sadly, only a percentage - one that would be forever incomplete. But thousands of people were still alive because of her. Shivering and hungry, but alive.

Penny tried not to recalculate how many died in Atlas. Tried not to remember how much of Mantle's percentage was crushed under the city that fell from the sky. She tried not to think of four girls who she knew had been in Atlas, fighting in the Vault of Creation to protect the world in ways no one would ever know... and lost.

This was something good, she told herself, as she looked at the people huddling for warmth. This was something she'd been able to do. These were people that she'd been able to save.

Unlike Ruby.

Penny knew that didn't matter, really. There were far more people here than four huntresses, and every person was invaluable all on their own. It shouldn't have mattered to her, objectively or morally, to save anyone who wasn't Ruby Rose. And yet it did.

They weren't Ruby. But they would have to be enough.

May led Penny into a tent that was just like any other in the camp, except that this one had Robyn Hill in it. She looked up from a set of maps and smiled warmly at May and Penny both. "Glad to see you back. What's the verdict?"

"No Grimm," said May. "The coast is clear."

"Then we'd better mobilize. I want everybody safely in the dust mines by sundown."

May nodded. "I'll tell the others."

"I will come with y..." Penny started, only to see May was already gone. "Oh."

She turned back to Robyn and saluted. "What are your orders, ma'am?"

"You don't need to ask me like that, Penny," said Robyn. "Just 'How can I help?' will do."

"How can I help, ma'am?"

Robyn's eyes softened. She stepped towards Penny and took her hands in hers, not flinching despite the frigid steel underneath her gloves.

"We're about to cross the tundra with a couple thousand civilians. Many of them are old, young, or wounded, most haven't unlocked their aura, and the cold can kill in minutes. But Penny, you're the Winter Maiden, and the Protector of Mantle." She smiled. "Can you help me keep them warm?"

Penny calculated this. Her maiden magic was something she hadn't had much chance to study, given everything that happened since she got it. But she'd been able to move the winds against the missiles, and she could tell that there was more to learn. It wasn't housed in hardware or software, but somehow, she still knew that it was there.

"I will do my very best," she said, and meant it.

It felt strange to avoid the city while looking for shelter. Solitas' hostile environment was exactly what Atlas had been built to protect people from. But like Beacon before it - perhaps worse, even - its ruin was a magnet for all manner of negative emotions. Grimm crowded around it like crows on a carcass. They had feasted on the misery of the dead and dying trapped within the rubble, and now Remnant's proudest city was the Grimm's proudest nest.

One dreadful truth was certain: there could be no life within that cold, forbidding ruin.

Pinned beneath the ceiling of Atlas Academy, Winter Schnee fought for every dusty breath.

She couldn't move. The rubble was too heavy, not that it even mattered. Her exoskeletal brace lay shattered all around her, broken by the man who had installed it. Without that, her only limbs were twisted, severed tendons and her broken bones, from that fight in Fria's chamber that felt so long ago. The pain was... endurable, as proven by her continued existence. She chose to evaluate it by no other metric.

How long had it been now since the fall? Hours? Days? She'd slept somehow, in fits and starts. Each time had felt like it would be the last. That this time, the darkness creeping up on her despite the pain was death itself, a bit delayed from coming when it should have. It had been a peaceful thought. And then, each time, she had awoken, and discovered unique agony all over again.

A couple Grimm had come through here, picking through the ruins for remains. The first few times, she'd kept deathly still and quiet when they came. Then she'd crossed a threshold where it didn't matter anymore. She'd shouted at the Grimm with all the air left in her broken lungs, yelling the filthiest invectives in all the army's awful vocabulary. She'd blamed them for the death of her city - for turning Ironwood into a monster - for doing this to her. Sometimes she had sobbed more than she yelled. The Grimm didn't seem to care which one. Either way, she was simply screaming at blank, soulless, crimson eyes.

Any one of them could have pried the rubble off of her and feasted on her flesh. None of them ever did.

After a few days, Winter knew why. She knew the unique, unintended cruelty of the Grimm, something they could never understand.

Grimm were drawn to negative emotions... but seeing a Grimm come to kill her was the only time she felt happy. She felt hopeful.

And that made it something she could never have.

Click. Click. Click.

Winter had grown quite accustomed to the sound of Grimm tracks over rubble, but this sound was different. The footsteps were delicate and sharp; a Deathstalker, maybe? But the weight behind it was all wrong, and there weren't nearly enough legs.

"There you are," a voice echoed in the ruin. "So that's why they keep coming to the tower."

Winter's eyes widened. She couldn't turn her head to look, and rubble blocked the way, muffling the voice, but she knew a human when she heard one. Had someone else survived the fall?

"Help," she gasped, and coughed and hacked so strongly that she thought she'd choke. "Please..."

A massive boulder shifted from above her hip. The sudden lack of weight hit Winter like a gust of wind, reminding her that there had been another life before the pain. Dimly, she heard the rock fly over the person's shoulder and tumble down the pile.

"Ssssshhhh," whispered the voice. A woman's, with a seductive undercurrent. "Don't move. It'll be easier this way."

"Can't..." Winter wheezed.

"Oh." There was a note of humor in the voice. "Well, that works out perfectly, doesn't it?"

Another boulder, then another, lifted off of Winter's body. She grimaced, even screamed, as her wounds and bruises were exposed anew to air, but it was so much better than what she'd endured already. Each gave her the most intense relief she'd felt in memory.

"Thank," she whispered, "you..."

Her savior peeled away the rubble to expose her bloodied uniform, and the shards of her brace that lay around her. The rescuer chuckled underneath her breath. Winter thought nothing of it, begging only for another weight to be removed, to let her remember what it felt to be held down by only air, to let her exit the underworld in which she'd dwelled for days.

Finally, the rubble over her head came away. The dim light washed around her in a blinding tide, and Winter stared up without seeing as her eyes remembered that life wasn't lived in just a cave.

Slowly - very, very slowly - the figure above her came into focus.

A woman was crouching over Winter, with black garments over tan skin. Wavy black hair dangled around her face, half of which was covered by a patch. Her yellow eye was fixed on Winter with a joy so simple and intense, it was infectious.

Slowly, all the blood in Winter's body ran cold.

"Well, well, well," said Cinder Fall. "Aren't you an unexpected treat?"

Chapter Text

And lastly, you're all alone with nothing left but sleep
But sleep never comes to you
It's the guilt and forever wakefulness of the weak
It's just you and me

- "The Execution of All Things"

Winter stared up into the eyes of the woman who had killed her city.

"You," she sneered.

"Me," said Cinder proudly.

Cinder stepped back from the rubble around Winter and swept her arm across the room. "Atlas has fallen. Ironwood is dead, Salem is regenerating, and everybody in or underneath this city died screaming."

She turned back to Winter with a wry smile. "So I'm not sure who else you expected."

Weiss, Winter thought. Despite everything, she'd been hoping it would be Weiss.

She knew that was impossible. Weiss had been in the vault. Her team was to be the last line of defense against the Staff of Creation, with a chance to ambush Cinder.

But then Atlas had fallen, and Winter knew what that meant. The Staff of Creation had been removed.

Team RWBY had lost.

And the woman who had beaten them was still here.

Winter struggled to move. Cinder had lifted the rubble away, and there was space for her to stand and pull herself together. She pressed one arm into the ground - then howled, as everything inside ignited with pain.

"Aw," said Cinder with an impish grin. "Did I do that?"

At this point, Winter wasn’t sure she could have answered. She remembered all too well the thrashing Cinder had given her in Fria's chamber: she'd sliced through Winter's tendons, broken her limbs, and pummeled her with every spark of rage she had. She'd left her alive but helpless - a tiger, playing with her food. She'd needed a full-body exoskeletal brace just to get back on her feet.

But it wasn't Cinder who had broken that brace. And it wasn't Cinder who had left her here to die.

"It doesn't matter," Winter spat out. Her limbs were broken, but her torso had been spared. With an excruciating effort, she was able to lean against a piece of rubble and push herself into a sitting position. Cinder watched her writhe with smug self-satisfaction.

"Where is Weiss? What did you do to her?"

She knew she wouldn't like the answer. She knew she had to ask.

Cinder smirked. "Where do you think?"

Winter met her eyes and snarled. "I'll kill you," she hissed. "I'll kill you for that."

"You and what army?" said Cinder, with a mocking look around the room. She stepped closer and pressed Winter against the rubble, harder and harder with each moment. "Your people are dead. Your army is scattered and broken. Nobody is coming to help y-" 

Then a gleaming white manticore tackled her to the ground. "Oof!"

Winter smiled cruelly to see Cinder flat on her back, wrestling against a massive winged lion. The summoned Grimm batted its paws down at her, forcing Cinder to twist and roll. As the manticore reared up, Cinder lashed her tendril-like arm at the wall and pulled herself out of its reach - just as the manticore slammed both paws down, cratering the ground where her head had been.

Cinder glared at Winter. "How do you still have aura?"

Stupid question, Winter thought. Obviously she still had aura. She couldn't have survived the fall or stayed this long under the rubble otherwise. The pressure had been constant, and crushing, and impossibly painful, but it had also been passive; just enough for her to shield.

The real question was why she still had aura: it hadn't mattered. The brace had been the only reason she could move, and the only part of her she couldn't shield.

It had broken in the vise grip of a metal arm, and she'd fallen like a puppet with cut strings.

Ice glyphs opened on the wall and floor where Cinder stood, and frost formed over her arm. A sweep of her flaming hand turned it all to steam, but it cost her precious time as the manticore bore down on her. Its horn clipped Cinder as she jumped to the side; a split-second earlier, it could have been an aura-piercing blow.

"You cannot kill me with a copied Grimm!" Cinder spat, more offended than scared, and glared at the manticore. "In Salem's absence, I ought to be your queen."

Cinder dodged the manticore's next swipe and stepped back hastily, putting Ironwood's fractured holographic table between her and the Grimm. It was a shattered slate of metal and glass, with traces of hard-light Dust still mixed into the rubble. She was a fool, Winter thought, if she imagined that obstacle would block a flying manticore's approach.

Sure enough, once Cinder was exactly opposite, it spread its wings and leapt over the table. Cinder made no move to dodge.

In an instant, searing molten loops erupted from the table around each of the Grimm's limbs. It fell, and molten metal hardened into bonds to pin it in the fissure at the table's center. The manticore howled and struggled with all the desperation of a living creature, a perfect facsimile, but to no avail.

"Shhhh," Cinder cooed, and conjured a molten muzzle on its snout, searing the creature into silence. "Only one person holds power in Atlas anymore."

She ran one hand's fingers through the bound manticore's fur - gently, softly. In the other, she formed molten glass into a black blade, a jagged dagger that seemed pulled from a volcanic crag.

She locked eyes with Winter as she spoke. "Do you know what violence against your sovereign constitutes?"

With one single, hateful motion, Cinder plunged the dagger deep into the manticore's mane, dug it in, and wrenched it across. The spirit collapsed into a cloud of broken semblance.

She held Winter in her gaze the whole time. "Treason."

"Kill me, then," said Winter. "See if it satisfies you. And if I'm the final breath my city takes, then I'll die proudly."

Cinder looked at Winter like something she'd stepped in, and ripped her dagger out of the table.

As she stalked closer, Winter could only think of Weiss. Was this a sight she had seen, down in the vault? She hoped she hadn't. She hoped it had been quick and painless. She hoped that Weiss had never known it was coming.

Winter knew what was approaching, of course. But that was something she was used to, as the eldest child.

Gods, it should have been her in the vault, protecting Weiss. Protecting Atlas. How had she let herself stray so far?

At least she'd be with Weiss soon.

As Cinder's shadow fell over her, Winter turned away. She'd already seen Cinder gloating over her in Fria's chamber; she didn't need a repeat. And this way, her neck would be better exposed for her dagger.

Unbidden by thought, one final glyph erupted from the ground.

Cinder was mid-step when spectral white fingers slammed into her face, and talons curled around her skull. Only her eye was exposed, staring in horror at Winter - as she summoned Cinder's own Grimm arm onto her.

Winter stared, astonished. Could a summoned copy siphon Cinder's maiden magic back to her?

Winter didn't know. She didn't need to. Judging from her look of wide-eyed panic, Cinder didn't know, either.

"ENOUGH!" Cinder shrieked, and cut through the copy of her own arm with the dagger. It vanished with the last of Winter's semblance, and her aura.

Cinder stormed over to Winter and grabbed her by the neck. "There's no end to what Atlas will try to steal, is there? I worked for this. I earned it. It's mine!"

Winter gasped as Cinder's fingers pressed into her throat. Then Cinder pulled her forwards - and every stone she touched stabbed her broken body like a hot knife. Cinder dragged Winter across the ruined floor on broken limbs, not slowing down for any of her screams and spasms. The pain hit her anew every second. It never left, and yet somehow every new moment was worse.

Winter took pride that she didn't grovel. Howled, sobbed, and heaved, certainly. But she didn't cry out for her captor's mercy, or apologize for the defiance that she richly deserved.

Although that was mostly because she couldn't form words in her head anymore.

The stairs were worse.

Cinder only stopped when they were up against the shattered window overlooking all of Atlas. She wrenched Winter into the air with one hand on her neck. Her broken limbs dangled, and her breath started to squeeze out of her lungs, but Winter could only gasp in relief at the touch of air instead of stone. Dimly, through the white-hot haze of pain and blurring at the edges of her vision, Winter followed Cinder's gaze out of the window.

Atlas lay in ruins. The training grounds of Atlas Academy were carpeted with broken glass. Skyscrapers had snapped in half during the impact, and parks were gouged and overrun with Grimm. Half of the city had been swallowed in an ocean of Grimm essence, which seeped over its edges and spilled into the undercity. Mantle's broken buildings and wall ringed Atlas' ruin, standing on the same level as Atlas' banks and businesses for the first time in a century.

Winter knew it had happened. She'd felt the lurching vertigo, and the tremendous impact. She'd known, on some level, just how many people had died.

But she hadn't seen it. Not until now.

After so many years spent in the sky, seeing anything but stars around Atlas' perimeter felt deeply wrong. Somehow, that was the most unsettling detail of all.

"I gutted her," said Cinder, almost absentmindedly.

Winter blinked, uncomprehending. "What?"

"Weiss Schnee." Cinder smirked. "Long white braid? Never worn anything that wasn't a dress? Come, now, don't you remember your little sister?"

Winter's stomach turned.

"I had her by the throat, over the edge." Cinder raised Winter on one arm, gripping her throat tight.

"Then I put my claw in her stomach," she said, placing her claw at one side of Winter's waist, above the hip, "and brought it slowly across."

"No!" Winter howled with an ugly noise. Stupidly, she closed her eyes, as if that would save her from the mental image. "No. You didn't. No!"

Cinder smiled. She traced her claw across Winter's body and sliced a horizontal line out of her uniform. Fabric fell away from dust and blood over pale skin, in turn covering toned muscle. Cinder tapped her claws on Winter's skin as she went, enjoying every quiver Winter made from fury and touch.

"I watched the blood drip down my finger until it stopped," Cinder crooned. "She felt every second of it. She suffered."

"No," Winter moaned, as Cinder pressed her claws into her stomach. "No. Stop."

"And then," Cinder said, with a lurid gleam in her eye, "I tossed her off the vault's edge, into the void, with the rest of her team. You'll never even find the body, because it no longer exists!"

"B-bastard!" Winter choked, and kicked her broken legs at Cinder. "You - you bastard whore! Selling yourself to Salem for, for, for your own fucking ego. You - my city - my family - my little sister," she hissed. Her voice cracked like her limbs. "How could you?"

Cinder smiled, but there was no mirth in her expression. "Oh, is that what I am, then?"

Winter felt the last vestige of air linger in her lungs. Then Cinder slammed her to the ground.

The sudden, blinding pain wiped out Winter's world. When she opened her eyes a moment later, she was in a half-daze, pale and clammy. Her heart was racing, but each beat was feeble. As Winter's body panicked all around her, the sight of Cinder looming over her was all that she could anchor.

"I've changed my mind," she said. "I'm not going to kill you."

Winter tried to ignore how deeply her heart sank at that.

Cinder reached down and let a lock of Winter's hair spill into her hand - then made a fist and pulled it taut. Winter grunted as her head jerked forwards roughly.

"I'm going to keep you."

Winter tugged her head back, and her hair slipped out of Cinder's fingers.

"Why?" she spat. "I'm no use to you. My connections are gone, the Schnee name is defunct, and... and my body's broken beyond repair."

She hadn't admitted it until that moment. Winter had long since learned to stop her tears, but she still heard an untidy quaver in her voice. "I'm dead weight. Just finish the job!"

Cinder was silent. Winter looked up, after a moment, and saw the worst thing she could have imagined in Cinder's expression: pity.

"Aww," Cinder cooed. "But I don't need you for any of that."

She gestured to the ruined city below, and shook her head in quiet wonderment. "Look around. I did this! I destroyed Atlas. I ended everything, by my own hand."

Slowly, she put her hand to Winter's face, and gently caressed her cheek. With her other hand, she stroked Winter's long, white hair, moving it off of her shoulders and behind her head.

"You might be the one person alive who truly understands how much that means," Cinder murmured.

Then she pulled Winter's hair into a ponytail and yanked it forwards. Winter fell onto her face and screamed, as every bone in her body felt as if it broke again.

"So," said Cinder, "I won't let you ever forget it."

She stood and walked across the room, dragging Winter behind her. Winter's shudders and sobs didn't slow her pace. They only seemed to energize her.

"Do you believe in destiny?" Cinder asked idly.

Winter gave a pitiful shriek as she passed over uneven rubble.

"I do," said Cinder. "I think you survived the fall of Atlas for a reason."

She smiled as she pulled Winter across the wreckage, deeper into the darkness of the crumbling city.

"So that you could be my trophy."

Chapter Text

Their names are never spoken
The curse is never broken
Mirror, mirror on the wall
Show me where the bombs will fall

- "Black Mirror"

Penny looked within herself, through all her circuitry and data, in search of magic.

"Focus on the air," Robyn was coaching her. "Just breathe."

Penny looked at her. "I do not breathe."

"Ah. I'm sorry, that was thoughtless of me," said Robyn.

Penny scrutinized her for a moment, waiting for her to follow up with, You just seem so lifelike, or variations thereupon. She'd heard it often enough, she could predict it with 87% confidence.

It never came. "It's clear we all need to expand our understanding of humanity," she said instead. "You're the Winter Maiden, and that fact is undeniable. You might just need an alternate approach."

They'd been experimenting for nearly an hour now, trying to get Penny to warm the air. They'd need all the heat they could get for the mad dash to the dust mines... but time was running out before they'd need to make a move, and Penny couldn't do it. She just... couldn't.

She could tell the roadblock had surprised Robyn. After all, Penny had so expertly controlled the winds against the missiles over Mantle. It was now becoming clear that Penny had taken to air magic quickly, but mechanically. She had always been well-accustomed to the movements of air. Flight was second nature to her, from the jets built into her boots and her weapons that had floated in a delicate dance. But Robyn was asking for another dimension entirely: temperature. She wanted the refugees to move in a bubble of heat, enough to spare them from the awful chill of Solitas - maybe even enough to be pleasant - but Penny couldn't even seem to warm the tent that they were in.

It shouldn't have been difficult, Penny told herself. Machines had been doing this for years to keep Atlas under climatic control. Why couldn't she?

"I've been assuming it would be intuitive," Robyn mused. "Do you think a scientific approach would work better?"

Penny considered this. "I do have sensors. They do not really feel like anything, though. It is all data."

"Maybe we can work with that." Robyn rummaged in her scattered packs, and drew out a small flint of Dust. She placed it in Penny's hand. "Can you sense its warmth?"

Penny clasped her fingers, turning the Dust up and down. "I... I know it has that potential," she said. "I can tell you the readings in degrees. But... I do not know what warm is."

"Focus on the readings, then. Whatever you can sense in the Dust, see if you can make the air in your other hand give the same readings."

Her encouragement was so sincere. Penny hadn't heard anybody talk to her that way except her father, and Winter on occasion, and... and Ruby, of course.

Penny clasped her other hand around empty air, trying to synthesize false data where it would be "warm." It didn't come. "It's... I..."

She hung her head. "I'm sorry, Robyn. I just do not understand."

The tent flap opened, and two women stepped in. One was tiny, even shorter than Penny, while the other was the tallest woman she had ever seen. And she'd seen Pyrrha Nikos.

"Hi, Robyn! Hi, Penny!" said Fiona Thyme, giving a cheery-eyed smile to both of them. "How's the magic going?"

Beside her, Joanna Greenleaf hunched to fit into the tent. "Hope it's good. We have to move soon."

"I..." Penny froze up, unsure how to tactfully say I cannot do it, and everyone is going to freeze to death.

Robyn's smile was warmer than anything in the tent. "We're still learning," she said. "It's a learning experience."

Penny felt Fiona and Joanna's eyes settle on her, and the complete lack of warmth emanating from the air. "I regret to say I wasn't designed to keep things warm. It's not in my programming. If my father were here..."

He wasn't, of course. Thank goodness for that. Pietro and Maria had been able to flee before the city fell. They were probably at the border of Solitas by now, in a port town where he'd told Penny he would wait for her. That town was Robyn's long-term destination for the refugees, as well - but the mines were a necessary stopover, to escape the roaming Grimm and bitter cold. The cold which Penny was, apparently, unable to stave off.

Some Winter Maiden she was, Penny thought. She felt only certainty that Winter wouldn't have struggled with this.

"Oh, don't worry, Penny!" Fiona chirped. "You probably just need a different approach. Maybe it's like using a semblance?"

"I don't know," said Penny. "I do not have one of those, either."

Fiona shook her head, curls bouncing everywhere. "Of course you do! You have aura, Penny; you must have a semblance, too. Everybody does!"

Joanna put a hand on Fiona's head, ruffling her curls while holding her back from over-examining Penny. "Everybody does," she said with a chuckle. "But not everybody needs one."

"I'm just trying to help," said Fiona cheerily. "Have you unlocked your aura? Maybe you can meditate with me. Stand very still, relax, and breathe-"

"I can't!" Penny cried. Her fist clenched around the Dust, and metal joints scraped through its surface.

A moment later, she was holding a small ball of fire. "Eep!"

At first she thought to set it down and grind it out, only to realize the floor was cloth. Stray sparks were already drifting towards the tent.

Joanna grabbed the flaming Dust in her bare hand and stepped out of the tent to plunge it in the snow. Steam hissed all around her as she stood up, shaking her hand with a wince. Aura meant it didn’t burn, but it still stung.

Penny stood frozen. That Dust could have been used to keep Robyn warm through the march. "I'm - I'm so sorry!"

"Penny, it's alright," Robyn began. "Mistakes happen."

Mistakes like making a robot the Winter Maiden.

"I don't know how to do this," Penny stammered, head in her hands. "Why did she choose me? I'm not a maiden. I-I'm not even a real girl!"

The Happy Huntresses shared a look. All the eyes on her softened at once.

"Penny," Robyn said, gently, "maybe you should talk to May."

May rolled her eyes. "I can't believe she sent you to me."

She was leaning against a bluff protruding from the snow, her arms crossed. Now and then, her long, blue braid stirred with the wind. It was the only part of her that moved.

Penny rocked back and forth on her heels. "Robyn said that you could help, but I am not sure why," she confessed. "Do you know anything about magic?"

"No more than anybody else," said May. "What I know is being a woman, when no one else expects you to be."

Penny tilted her head, confused.

"Right. You wouldn't know. You weren't even built yet when I left Atlas."

"You're from Atlas?" Penny perked up. There weren't many Atlesian survivors in the camp. She tried not to remember why. "Salutations! Pleased to meet another friend from home."

May slapped her hand away. "Atlas isn't home," she said. "It isn't mine. I don't give it any love." She shook her head. "You shouldn't, either."

Penny blinked. "But... I'm from Atlas. I was built there." Her father had always told her Atlas was the only place someone like her could exist. "Why would I not love my home?"

"You've seen Mantle," said May. She had, though mostly from the air. Empty buildings in a broken wall. "Why do you think it was like that?"

Political analysis had never been a major component of her programming. "Because..." Penny guessed, "resources were needed elsewhere?"

"Typical," said May with a scowl. "Atlas has always needed Mantle's resources elsewhere, every time, and turned a blind eye to the consequences."

"We didn't turn a blind eye," Penny said, confused. "We knew the wall was out of date. That's why Ironwood made me the Protector of Mantle, to keep the Grimm out."

"Of course. The Protector of Mantle," May scoffed. "And how much camera data did you send back on your nightly flythroughs?"

Penny blinked.

"You weren't protecting Mantle. You were watching us for any sign of unrest, all to protect Atlas."

"I... I do not think that is true," Penny said quietly. "That is not what they told me."

"They don't need to tell you in order to use you," said May. "That's just how Atlas operates. They watched every inch of Mantle. They saw the city suffering, and they did nothing to help."

Penny frowned. "Lots of people in Atlas have suffered, too."

"I know. I'm one of them," May snapped. "That city's where kind feelings go to die. But don't pretend that stacks up against abject poverty. Atlas worked Mantle's downtrodden to the bone to mine for dust, then hoarded it for hard-light shields, climate controls, you name it. All that wealth and all that comfort, and Mantle's never seen any of it."

She narrowed her eyes at Penny. "Do you even realize how quickly you're burning through our Dust stores? How much it takes to keep six feet of steel airborne?"

"I..." Penny paused. "My father said he made me one of the most efficient machines in Atlas."

"Maybe in Atlas' power grid, with however many tons of Dust in the system," said May. "But out here, we have only what people could carry. Crude crystals, nothing refined. That Dust could be keeping people warm and powering devices, but Robyn's rationing it sharply, because of how much goes to you." She sighed. "It's Atlas and Mantle all over again."

Penny blinked, taken aback. "People are going cold? Because of me?"

"I guess Robyn and Fiona are too nice to mention, and Joanna's too quiet," said May. "But I'm not."

She looked at Penny without any obfuscation in her eyes. "We don't have the Dust to make it to the edge of Solitas. Nowhere near. We're going to restock in the mines, but we still might not find enough."

She put her finger squarely between Penny's eyes. "That's why Robyn's put her faith in you. She's counting on your magic to keep everybody safe, and warm, across the tundra. If you can't figure this out, robo-girl... everybody dies."

Penny stared. "I... I thought... Robyn said to talk to you about being a girl."

"Hm? Oh, yeah. Obviously you're a girl," said May. "You're the Winter Maiden. Question answered. Lot easier than my transition, frankly. But we've got bigger problems."

She leaned back against the wall. "All that coaching, meditation, feel-it-out stuff hasn't worked for you, right? So here's my alternative: it's life and death, so do or die. Probably a more familiar calculation to a soldier, anyway."

Penny bristled. Soldier was one word that Pietro had never let anyone, even Ironwood, call her. The purpose of this project was always to create life, not destroy it.

"I am not," she said, "a soldier."

May raised an eyebrow with a scathing smirk. Penny's facial recognition software lit up with detections of surprise, anger, pity, hesitation, concern, condescension, and disdain.

"Oh, Penny," May sneered. "You're built with blood money. You're a piece of Atlas' military machine, and it's all designed to kill. Whether it's grinding Mantle down to dust or wiping it out with a hail of rockets, death's the only output it has ever made. You worked for Ironwood until a day or two ago, and no amount of hugs or cheery smiles or, or magical gender affirmations, is going to wash the blood out of your hands."

May caught her breath and blinked. She'd spoken with a momentum that surprised even her. Penny watched as May's brain caught up to her mouth in real time.

Her software detected regret, but not remorse. She'd meant every word.

Before May spoke again, Penny was already gone. Another chunk of crystals burned as she stamped her jets and rocketed into the sky.

May's words had stung her like nothing else. But Penny knew it wasn't May's face that lingered in her memory, and it wasn't May's voice that haunted her... only what she'd dredged up.

"My, my. Look at all these specs," the voice echoed in her memory. "I can't imagine any need for aura with a body made of steel."

"No," Penny groaned.

She had hoped the howling winds would block out the voice. They didn't, of course; it came from inside her. A memory, harmless and inert, but inescapable.

"It's a bloody shame, really," the voice had muttered. "Cross a perfect killing machine with the mind of an insipid little girl, and you diminish both of them. Less than the sum of its parts!"

"Well, I daresay I can do better. Watch and learn, Pietro."

"No, no, no," Penny murmured, clutching at her head. If she could, she would delete the data - wipe that awful time from her memory, and consign it to oblivion.

But she hadn't been able to do that, of course. She hadn't been able to do anything. She'd been unable to move, unable to think, except for what the voice allowed her.

The voice of Arthur Watts.

"Penny Polendina," he had said. "You are a weapon."

"And you're mine to wield."

Chapter Text

I found you a tattooed tramp
A dirty daughter from the labor camp
I laid you down in the grass of a clearing
You wept, but your soul was willing

- "We Both Go Down Together"

Cinder pulled Winter roughly through the door, and the sterile white corridor gave way to ashen black.

The Atlas military control center was an utter ruin. Such intense heat had suffused the room that the sense of it still lingered. Outlines of burned bodies were fused with the slag of their melted machines, still sitting at their desks. The stench was undeniable.

Cinder paused, staring at the remnants of a spindly body up against the window. The blackened ashes of an apple were clutched in its hand.

She smirked. "Truthfully, this is some of my proudest work."

Winter tried not to gag. "Did you bring me here simply to gloat?"

"Oh, no, no," said Cinder. "This is merely a stop along the way."

She dragged Winter through the ash and slag of melted comrades, smearing black across her skin and cloth. There was a deeper door within the control center, far from the fire, locked firmly enough to withstand all degrees of violence. Winter understood. She didn't struggle as claws pried open her eye, pulled her from the ground, and shoved her face against the scanner. The chime of the computer and the hiss of the lock were muted by her pain.

The server room was a relief. As Cinder crossed to a terminal and began rifling through files, Winter lay discarded on the cool, hard floor and thanked it.

The room was cold and clean - two long-held comforts for an Atlesian elite. There was no crushing pressure bearing down on her, and no rough movements over rubble and debris. The pain was now a memory, something that could be easily ignored. Lying motionless like this, she could almost forget her broken body and her fallen city, existing solely as something that felt the still, cold air.

She lay there for some time, unthinking, relishing in the absence of feeling.

A sudden snarl from Cinder shocked her out of it. Winter turned her head, preparing for a blow, but Cinder's ire seemed fixed squarely on the computer.

"It can't not be here," she was growling. "Not after everything I've been through."

Whatever it was, it stayed missing, even as Cinder skimmed the files with increasingly erratic motions. "Come on," she murmured, "I deserve this."

Winter couldn't see the screen from where she'd been discarded, but a perilously simple movement could fix that. She'd lain here long enough to imagine that the pain had passed. Shakily, she shifted her limbs and tried to pull herself across the floor.

The pain was everywhere, of course. But this time, it wasn't from the rubble or rough movements; it didn't come from anything outside her. It was the result of only her own actions. When she knew a blow was coming, she could claim it as her own, make it part of her plan, and that way... that way, the hurt was at least accounted for.

She'd shifted only a few inches when she overextended herself. Winter groaned as pain reverberated up and down her arm.

The chair swiveled, and now Cinder was staring down at her. No matter. She had made her plan, and she would stick to it. Winter grimaced as she tugged herself a couple inches closer.

Then there was pressure, and pain, and a blinding white light. Cinder's black boot pressed into her outstretched arm, pinning her with pain.

"Awww," said Cinder, watching Winter shudder in agony. "I don't think those bones are ever going to heal properly."

She grinned. "But that’s no problem. I want you to crawl.”

Winter glared at Cinder's wretched little smile. It startled her. She had never once met Cinder Fall before she burst into the Winter Maiden's chambers, yet now she sneered at Winter with a disdain so personal, it stung.

She'd seen a look like that before. It was the look in Weiss's eyes so many years ago when she'd tipped over Winter's ice sculpture, just before the judges came. Winter had stared at her in shock as, for the first time, she truly saw her sister, not a smaller version of herself. In that moment, her whole face was shining with the joy of seeing her perfect sister shatter into scintillating pieces.

"Why?" Winter spat. "Why do you want to impress me?"

Cinder's eye widened, ever so slightly, and she sucked in a breath. That was all the encouragement that Winter needed.

"You're so eager to gloat," she seethed. "You want me to see all the devastation that you've wrought, and... and what? Moan, scream, sob for my lost home and my little sister? Swear revenge that I can't take? Call you the most vile woman that has ever walked this earth? I will, and I have. But it isn't enough, is it? You just keep trying harder!"

She met Cinder's gaze and snarled. "What do you want from me that I haven't already done?"

Cinder blinked. For a moment, Winter glimpsed a tear at the edge of her eye... but then the maiden-flame erupted, and it boiled into steam.

"H-how self-important do you Atlas elites get?" she shouted.

She stood up and stomped her boot into Winter's broken arm, then twisted it.

"I don't want anything from you. I don't need anything from you," Cinder hissed. "You are here to suffer, because I turned your city into rubble and decided that I wasn't done. You have no power over me, Schnee, not anymore!"

There it was, as ever. The Schnee name. Winter would have almost rolled her eyes, if not for the screaming agony in her arm.

"I gave up that name," she coughed out. "Whatever you think of the Schnees, I gave that up to serve all of Atlas!"

Cinder laughed. "Do you think that exonerates you?"

She kicked her in the ribs, sudden and vicious. "That's even worse."

Winter groaned as Cinder jammed her foot under her side and flipped her over, onto her back. Cinder caged her in her hands and knees, looming over her with a manic flame in her eye.

"Once upon a time, I heard that Atlas was a perfect paradise. One where everybody lived in peace and safety, with all that amazing technology and wealth. A city in the clouds - what could be more magical than that, to a Mistrali orphan drudging in the dirt? I was so excited to learn that I'd be living here."

Winter squinted up at Cinder, surprised. "You're... Atlesian?"

Cinder kneed her in the groin. Hard.

"Don't ever call me that word again," she seethed. "I was taken here. Bought and sold for cheap. Mistral's currency - and people - are worth so much less, after all."

Winter's eyes widened. That wasn't legal. It couldn't be. It wasn't something that Atlesians did.

"On the surface, it was just like I had dreamed," said Cinder. "Living in a beautiful building, with good food and comfortable beds, surrounded by people of wealth and fame. But they don't tell you that somebody has to make the food, and clean the beds, and serve the rich and powerful their every whim. They don't want you to think about that person, and they don't look at her a moment longer than they have to."

She looked aside, trying to suppress her rising bitterness. "Nobody looks at her."

Despite Cinder, despite everything, Winter stared at her with dawning care... just for a moment. Then she remembered Weiss.

"I'm sorry if that's what happened to you. I truly am," she said, though the words still hissed with hatred. "But that's not Atlas. No Atlesian huntress would have allowed that, if we knew. We would have helped you!" She stared up at Cinder. "I would have helped you."

"Oh, of course. Through all the proper legal channels, I'm sure."

Winter blinked in anger and confusion. "Yes! Because it is illegal to-"

"It's not," said Cinder flatly. "It wasn't. Because I was adopted, legally. All the papers were in order. And it's not illegal to make your child do chores around the house... even if it's only one of them, while her 'sisters' hound her the entire time."

Winter paused. She wanted to object, to put forth any of the obvious objections that she could have mustered if faced with that situation. Nothing came to mind.

"There was a huntsman staying at the hotel," Cinder said. "He knew what was happening to me. And he said everything I bet you would have said: endure the beatings, and torture, and the drudgery, until I came of legal age. Then petition for emancipation." She shook her head. "He went everywhere with weapons on his belt, but all he could imagine to save me was signing papers."

"Because papers work," said Winter. "Because that's how a kingdom operates in peace, not barbarism. Because we honor our agreements, instead of beating them into each other!"

Cinder scoffed. "And what would you know about that? No doubt every paper you've ever signed was written to your benefit."

An image echoed in Winter's mind, of sliding Ironwood's personal signature of acceptance across her father's desk. The deflating look in his eyes as he realized what it meant. It remained, to this day, her happiest memory.

"Because," she said, "it's what saved me."

Cinder looked at Winter with a raised eyebrow. "What could you possibly have to run from?"

Winter curled her broken knuckles into fists, and dredged the words from somewhere in her.

"My father hit me," she said. "Drove my mother to drink. Controlled every aspect of our lives. I took the blows for my siblings while I could, and then - once I was of age - I joined the army. The only authority that all his money couldn't buy."

She looked up at Cinder with as much sympathy as she could muster. "You could have, too."

"Oh, yes. Sign my life away to fight for the kingdom that abused me."

"It wasn't the kingdom that abused you, Cinder, it was one woman and her daughters!"

"Wrong," said Cinder, and her claws closed around Winter's throat. Her words evaporated in a sudden gasp.

"It was her, and them," said Cinder. "And the huntsman, and every other person who slept in the beds, ate the food, and walked over the floors that I slaved over. That was your kingdom - its entire upper crust. Your social circles, Schnee. How much would you bet that your father visited the Glass Unicorn?"

Winter gasped, and more air spilled out of her lungs. Cinder smiled at what Winter couldn't hide: she recognized the name.

"I knew it," Cinder said. There was no humor in her voice. “Your city was a rotten corpse before I ever killed it.”

Winter wheezed. Cinder tightened her grip until she saw real panic in her eyes, and kept going. Winter flailed her broken arms to try and escape; the pain was dulled when lack of air was all that she could focus on.

Cinder only let go when Winter's struggles slackened. She wheezed and gasped for cold, clean air. Cinder sat back on her haunches, watching the Atlesian woman whimper on the ground.

She decided that she wasn't satisfied.

"You don't understand," Cinder said. "You just don't understand what I went through."

Winter sucked in a ragged breath and glared at her. "My father," she wheezed, "hit me-"

"Not the same," Cinder hissed, with a sting of pain. "Not even close."

She prowled on her hands and knees towards Winter. Two knees on her thighs and a hand on her least broken arm kept her from wriggling away. The other hand was needed elsewhere.

"You know it wasn't just the Madame, don't you?" said Cinder. "The beatings and the shock collar... she was predictable. Straightforward. Just preserving her place at the top of the household."

She plucked the buttons of Winter's uniform, tracing down her sternum to her hips, and threw the folds of her coat aside.

"It's the other ones you have to watch out for," she whispered. "The ones who aren't at the top. The ones who get beat down as well, and look for any scrap of power they can find over the one who's lower than them."

The buckle of her belt unraveled in Cinder's grasp. Winter strained, struggling despite the pain, as Cinder grasped her waistband and tugged it down. Her hand touched Winter's skin, and the heat of her touch radiated through her cold, pale flesh.

"You understand, don't you?" said Cinder, as she crept under Winter's last defense and traced a finger on her slit. "You've had sisters."

Winter recoiled, violently. Pressed together, Cinder could feel her broken bones shifting further apart.

"N-no," Winter gasped, even as Cinder ran another finger over her. "Don't do this."

"They taught me a lot of things," said Cinder. Her next pass pushed deeper. "How to take it. How to like it."

"Y-you can be better than this," Winter gasped. Her entire body shook with the effort to keep her face stony and still. "Better than them."

"I can? What about all those wealthy men of Atlas?" Cinder hissed. "What about my sisters? They never once chose to be better. No one expected them to. Why does it fall on me?"

She touched Winter again, and peeled her apart. Two fingers held her open while a third slipped in. Winter's entire body shuddered.

"I decided a long time ago," said Cinder, "that I would be worse than all of them."

She delved deeper into Winter, and the server room was silent for a time. Until a slicking sound began to echo in the air - quiet at first, then growing louder.

Feebly, Winter moaned.

Chapter Text

In an ocean of noise
I first heard your voice
Now who here among us
Still believes in choice?

- "Ocean of Noise"

In the end, she couldn't do it. Penny couldn't warm the air. The instinct to alter its temperature, the internal sense of what humans needed to survive, just wasn't there.

"So what?" said Joanna eventually. "We saw you use the wind to block the missiles. Just do that."

Her proposal was no more complicated than it had to be: load up and move out, using a bit of Dust to warm the caravan. Ordinarily, it wouldn't be enough. The whipping winds of Solitas would whisk away what meager heat they generated and leave all of Mantle's refugees bereft. But Penny could hold back the wind, and hold in the heat.

It was grueling. It was constant. It was a wrestling match that lasted hours, as Penny fought the combined momentum of the windswept tundra in every moment. She knew, somehow, that simply conjuring warmth would have been easier, if she could only do it. And she knew she couldn't keep this up all the way to the edge of Solitas; they couldn't escape like this.

But she got them to the dust mines, out of the wind. And Robyn set up camp to figure out the rest.

Once the refugees were settled and their rations disbursed, Penny found herself... idle. It wasn't a phenomenon she'd often experienced. The military had been a strictly regimented lifestyle, with her activities strictly scheduled well ahead of time. She ran on Atlesian money and Dust, and there was ample incentive to ensure that none of her time ever went to waste. On the rare occasion when she didn't have an active task assigned, she simply spent the time in sleep mode at her father's laboratory, a state that wasn't logged as data and therefore not experienced. The Vytal Festival in Vale had been the one time her schedule was actually relaxed - although of course, her friend Ciel had been there to helpfully remind her of her planned events, whenever she might feel inclined to wander off. Penny hoped beyond hope that Ciel hadn't been in Atlas when it fell.

She passed a glowing chunk of Dust embedded in the wall. Keeping the cold winds off the caravan had worked, but it had burned through her energy at a high rate - and with it, Robyn's Dust stores. She should have manifested her maiden magic and stopped the winds entirely, or turned the air into a balmy summer day, or - or just flown everybody gently to their destination. That was what a proper maiden would have done. Instead, she'd had to resort to the most crude, mechanical procedure possible, and burned through resources to do it. May was right - she was inarguably a maiden - but she had turned out to be quite an incompetent one.

A memory sparked in her mind, and played back her father's voice.

"To tell you the truth, I often don't feel like I'm a very good programmer," he'd said. It had been a conversation with a coworker, one she overheard while plugging in to sleep in his office. "There are days when I turn in a rush job even though I know there was a better way."

Penny delved deeper into the memory as she walked further into the mine. An abandoned fence passed by her periphery as she listened to his voice.

"In a perfect world, we'd take the time to write the most elegant code imaginable for every task," Pietro was saying, with the same care and gentleness for his junior employee that he had always shown for Penny. "But the ones who write the code aren't usually the ones who make the deadlines. And I've grumbled about that plenty of times, believe you me, but it's still true! They haven't changed it just because an old man said so."

He laughed, the kind of full-body chortle that shook his chair. "Crude, unintelligent brute force... nobody's proud of using it. But if it's what works when under pressure, then it's the right tool for the job. And if the boss has an objection to that - well, then they ought to revise their timetables!"

Penny smiled. She didn't always understand what her father was talking about - she'd never touched a line of code herself, something to do with regulations against self-governing robots - but there was a way he said things that always made her feel better regardless.

Of course, there was another snippet of memory that came up at that thought: Pietro at his computer, giving a heavy sigh of frustration. "Oh, Penny, dearest," he'd said when he caught her staring. "Never go into my line of work. Why is it that every clumsy line of code you write comes back to haunt you?"

And there it was - the seed of doubt. Never forgotten for more than a moment.

Penny curled her fingers in discomfort, stamping past embedded chunks of Dust, as an unprecedented thought came to her: was her father even a particularly good programmer?

He said everything so warmly, so soothingly, she hadn't considered that he could ever be wrong. But he had clearly made mistakes, as he admitted. He'd taken shortcuts, run out of time, delivered work he wasn't proud of. Had that included pieces of the Penny Project? Were there parts of her that just weren't good enough?

She knew her mind wandered. She knew she could be "off-putting" and "overly friendly" and "bordering on manic," according to reports from other departments. "Not believably human." She knew she wasn't the brightest at quite a lot of things, and she wasn't a good maiden, because maiden magic simply didn't make sense, and... and...!

And she'd been so weak-willed that a hastily made virus locked her out of her own body.

It had happened slowly, subtly. The first sign was an unintended twitch of her fingers in Schnee Manor. She thought nothing of it - every machine had some glitches. When her fingers started lifting in a wave, back and forth across her hands, that seemed like a stray electrical impulse. Even her fists curling and uncurling could be the fault of pistons needing a tune-up.

When she wrenched her foot off her intended path and started marching towards the vault, and couldn't make herself turn away... that was when she started to panic.

"Child's play," the man's voice had crowed. "Atlas' cybersecurity is a joke even on their best day, but this is just pathetic."

She'd lashed out in the only way she could. Her limbs were in lockstep, and even her eyes wouldn't move from their course. In a split second, she tried to move every part of herself in opposite directions, trying to run as many functions as she could. She knew her body wouldn't obey her, but the time to process her requests might slow her down - might keep her from the vault - might give Ruby, wherever she was, the chance to find her. Or... it might just shut her down. That would work too.

She strained her mind. Her foreign footsteps came slower, by increments of seconds. Her destination became fuzzier. It was working!

Then somebody pulled the plug, and Penny couldn't think at all.

The man had chuckled. "Well, that was a valiant effort! Typical brute-force solution. But the issue with such a simple strategy is that it's very easily subverted."

Penny's mind was silent and still. Data streamed into her mind through her eyes and sensors, but it wasn't hers to interpret. She knew he would make the choices for her, as surely as she knew her name was Penny. It was core to her code.

"That's more like it," said the man. "Now, just sit back and let Uncle Watts do the thinking."

She did. She knew what she had to do. She would open the vault. Then she would self-destruct, and return her stolen powers to the women of the world. She would think of nothing and no one, and nobody would know who next awoke as the Winter Maiden.

"That way, dear little Cinder won't have any excuse to get... distracted," Watts explained, though the words meant nothing to her anymore. "Salem ought to appreciate that. I excel at nothing if not efficiency."

His words were truth. This was efficient. Penny walked towards the vault.

It hurt to dwell on these memories; it horrified her. Yet at the time, she had felt nothing but peace and clarity. Penny wasn't sure how to categorize her emotions about them, and so they lingered in the surface of her thoughts. Given any opportunity, it was all that she could think about.

She'd found Team RWBY in the vault. There had been words exchanged, but Penny didn't think about any of them. She didn't think as Watts spoke with her voice to manipulate them, spouting hypotheticals for how they could use the Staff of Creation to defeat Ironwood, if they'd just let her open the vault.

Of course, Ruby saw through him. She'd seen something in Penny, a crucial emptiness in this facsimile of a friend. What was in front of her was a mechanical shell, and that wasn't Penny.

"Penny, can you hear me?" she'd pleaded. "I know you're still in there! Just - just hold on! Fight the virus! I know you won't let it control you!"

Penny's empty mind had echoed with Watts' laughter.

The simple fact of it was that Penny wasn't there. That was what Team RWBY refused to understand. It was why they approached her as friends, without drawing their weapons, and tried to talk her out of her programming. Ruby believed in Penny, irreversibly and to a fault. She'd been in denial.

When Floating Array flayed Ruby's shadow into chunks as Blake tackled her out of the way, it was harder to deny.

The fight was brutal. Four versus one was never easy, and Team RWBY's coordination was the best in the world, but they had never fought a maiden - certainly not one whose metal body was stronger than aura, but had none of her own. They pulled their punches; Penny didn't. High-speed sensors let her snatch Ruby out of her petal cloud and smash her to the ground. Yang lunged for her, but a swift kick to the gut stopped her short; then she ignited her jets, scouring her with green fire that burned through aura. Blake lost clone after clone from Floating Array's multiple-angle assault. Weiss' electric Dust did pose a threat, but all the Dust on her belt was a pale shadow against the elemental magic of the maidens.

In the end, they were lucky that Penny's directive wasn't to kill them. As they caught their breath in craters on the ground, she put her hand to the vault door, and they lost. Golden metal melted at her touch. The path to the staff was open, and her purpose was complete. Without a thought in the world, Penny had initiated self-destruct.

A storm of petals raced up to the ledge, and Ruby was before her, pleading with her. Penny didn't respond. She had completed her mission, and her only task remained to die. Unthinkingly, she watched Ruby desperately inspect her body, and come to her realization.

"I'm sorry, Penny," Ruby said with a crestfallen expression, and unfolded Crescent Rose.

Then she severed Floating Array.

Watts' voice vanished, and Penny thought, and Penny hurt. Her weapon was a piece of her, as much as her hands and feet. She crumpled to her knees and, with her first moment of conscious thought in hours, she screamed.

Penny shuddered at the memory. What made the fight so awful to remember was that Team RWBY hadn't been fighting Watts. He didn't have the reaction speed to command her body quickly enough. He had made her do the fighting, unable to think of any reason not to. The ruthless war machine that had flattened Team RWBY... was her.

May was right. She was a weapon, and she always had been. Watts had only revealed it to her.

Penny stopped walking, and looked around to realize she had no idea where she was. There was only dust and darkness all around her, in this abandoned section of the mine. What had she been thinking, wandering off like that? Ciel would have scolded her mightily.

She detected motion in the darkness. Scanning, she could see the outline of a figure with a round head. "Hello?" she called. "I am terribly sorry, but it is not safe for citizens to be this deep in the mine!"

The figure came closer. Too late, Penny realized that she heard no footsteps.

Its shape peeled apart into a mess of tentacles, unspooling from an orblike central body. Penny stumbled back as a knife-tendril whipped around one arm and then the other, tugging at her with surprising strength. A Seer! Penny unfurled Floating Array and sliced through its tentacles-

Nothing happened. Penny's back was empty and exposed. Helplessly, she missed her weapon.

As Penny struggled in the Seer's grip, red mist danced inside the orb, and took the form of a face.

Cinder stroked the inner folds of Winter's body like twisting a knife into an open wound.

She'd been toying with the woman for a while now. It had taken time and effort to coax her into a state of arousal, then keep her trapped there. Winter had resisted mightily, but to no avail. Cinder would readily bet that she knew how to pleasure Winter better than Winter did herself. Now the broken Atlesian was seething on the ground, trembling while her broken limbs were splayed around her.

"There, there," Cinder crooned as she lazily circled Winter, smiling at every little twitch. "Patience is a virtue, soldier."

She said it to remind herself as much as taunting Winter. Cinder, too, was chasing a satisfaction long deferred.

It was unfair, frankly, that she didn't already feel complete. All of Atlas was gone, her most hated enemies and allies were dead, and two of the world's four relics were in her grasp. She'd done it all entirely on her own, while Salem was an oozing puddle. Cinder was on top of the world; what else could she ask for?

The Winter Maiden, she answered immediately. The one thing she hadn't claimed in all the chaos.

She'd known where Penny was, of course. It was difficult to miss a glowing, flying war machine over Mantle. She was distracted by missiles and Grimm alike, and Cinder could have taken her. It would have been so easy.

But she'd made the conscious choice to turn away, and focus on the staff. The mission's true objective, now that Watts had opened the vault (as he took pains to remind her). All that Salem really wanted. And because of that, she'd been able to kill Team RWBY, and Neo, and Watts for all of his insipid antagonisms, and end this entire rotten city in the sky and everybody in it.

It had been the right choice. It had been the smart choice. It had been the only choice.

And yet.

Salem still hadn't reconstituted. Cinder wasn't sure how Ozpin had done it, but he'd hit her hard enough to keep her down for days. Cinder knew when she returned, she would insist on moving on to Vacuo - and that would mean leaving the Winter Maiden behind. Salem would claim the relics, and Cinder would leave Atlas no more powerful than she had been before. That was something Cinder simply couldn't tolerate.

So in the days that she ruled Atlas, she'd devoted everything to finding Penny. She'd combed the streets with packs of Grimm, running with them and exulting in the primal thrill of the hunt. She'd flown in wider and wider circles around Atlas, squinting to see any sign of movement in the snow. She'd even found Salem's crystal ball within the ruins of the whale, and mimicked the spell Salem cast on it to speak with Seers, telling them to find the Winter Maiden. Nothing had turned up.

She'd been hoping Winter was her lucky find. Her access to the server room meant a treasure trove of Atlesian surveillance records, installed all over Mantle. Surely at least one of them had seen where Penny went, right? And if the worst happened... if she'd died in the chaos or the crash... well, then, at least she'd know for certain what her victory had cost her.

But that, too, had been a dead end. There were videos of Penny, of course, but nothing conclusive. Many of the cameras had been obliterated by Ironwood's rain of fire and death, the rest had nothing, and others had been disabled by some grubby Mantle punk with blue hair and bird pins. She'd made some pithy remarks about the end of Atlas before smashing every one... but the only person left alive to see her sneer was the woman who'd destroyed it for her. How's that for justice, Cinder thought, and fantasized about strangling the blue-haired woman with her own metallic braid.

Idle thoughts of murder excited her attentions, quickening her fingers, and she looked down when Winter clenched around her. Cinder raised an eyebrow and held eye contact with Winter, even as the woman's pale face turned bright red. How adorable was that? Even with all of Atlas dead, she still mustered embarrassment like their elites might judge her.

Such clear signs of agitation meant she couldn't let Winter escape just yet. Cinder slowed her ministrations and made a show of boredom, reaching to her bag with her other hand. She'd spent many a night staring into Salem's empty crystal ball; she might as well waste a couple minutes now, if it would torture Winter more.

What she wasn't expecting was to find the crystal ball awhirl with misty magic. Cinder drew it out with an astonished look as the sphere coalesced into an image. She saw through a Seer, viewing as its tendrils snagged a struggling woman with brown skin, green clothes, and a cloud of curls - the unmistakable visage of Penny Polendina.

Cinder locked eyes with Penny through the Seer and smiled. "There you are!"

Destiny had never let her down before.

Penny gasped. "You!"

She strained against the Seer, but it had ensnared her at her joints, making it impossible to get leverage.

"You did this," Penny hissed. "You took the staff and dropped Atlas. All those innocent people-! And Team RWBY...!"

"You, mourning Ruby? What an amusing reversal from last time." Cinder chuckled. "Don't worry. You'll join her soon."

There was a strange noise from wherever Cinder was - something that sounded wet and sharp at the same time, with a hitch of breath, but Cinder didn't move. Penny didn't have an item in her data banks to associate with it.

"This Seer is not strong enough to take me to you," said Penny, hoping she was right. "You have not won!"

"Oh, Penny. I don't need the Seer to take you," said Cinder, and smiled. "I just needed to see where you were."

Penny's eyes went wide. Cinder's smile deepened at her panic.

There was a flash, a slash, and the Seer's body split apart. Its shattered orb collapsed amidst drying tendrils. Standing above it was Fiona Thyme, breathing heavily as she withdrew her staff.

"I guess the mine wasn't as clear as we thought," she said. "Are you hurt?"

Penny detected no harm to her systems. "I am fine."

"Are you sure?" said Fiona. "You walked off like a woman possessed. It's a good thing I managed to find you."

There it was, as always: the seed of doubt. Were there forms of harm her system couldn't detect? She'd wandered off again, dead to the world, not thinking about where she was going - not thinking...

Her father had said every line of code he wrote came back to haunt him. They were saved in the system, unless you went to the trouble to delete them and their dependencies. Penny felt a squirming feeling underneath her skin as she wondered what Watts had written in her brain. Was it all still there? Maybe that was why she'd wandered off into Grimm territory, and couldn't make the maiden magic work. Was she still being sabotaged, even now?

Fiona looked around, utterly lost in the tunnels. "I think we're in for a long hike back to camp."

"The camp is in danger," Penny said quietly. "I have put everyone in danger."

She turned to Fiona, trembling. "Cinder saw me."

Lost in a delirium of agitation, Winter struggled to string her thoughts together on seeing Penny. For a moment, she had been unsure the vision was real.

She's alive, she thought. She's with Robyn's gang, in the dust mines. She's alive-

Cinder brushed her clit, and the thought vanished.

"You know, you don't really matter to me. The Winter Maiden is what matters, and you're not her." A stab to the heart that Winter attempted to ignore. "All I really wanted from you was her location, but you couldn't even show me that."

Suddenly, Cinder's voice was serious. "So make yourself worthwhile. She's in a dust mine with the punks. Which one?"

Winter's rage boiled. "If you think," she seethed, "I'll ever give her up, for you - you're more delusional than I thought."

"Okay," said Cinder, and withdrew her hand.

She smirked at the way it glistened in the light. In her absence, Winter writhed.

"It's like I said," said Cinder, "you don't matter. Only finding Penny matters. If you can't help with that..."

She wiped Winter's juices off on Winter's skin. She shuddered.

"You'll stay right there and squirm. I have no need to give you what you want for free."

Winter snapped her eyes at her, incandescent at Cinder's audacity. As if she — Winter Schnee! — didn’t know the first thing about ignoring the reactions of her mind and body?

But the truth she struggled to accept was that she... wasn't at her best. Her body had lain broken under the rubble of Atlas for days, unaccustomed to the touch of anything but stone. After all that deprivation, any touch she felt was magnified. Add in that she couldn't move her limbs to soothe the fires stoked by Cinder, and Winter was left seething with a painfully intense need for release. Cinder's attentions had brought her body far beyond her practiced level of resistance.

Cinder packed the crystal ball into her bag, stood up, and turned to go.

The thought came that she couldn’t do it. Cinder had broken her body beyond repair, and she was something useless now. A limp lump. To her horror, that thought brought her more roaring pleasure than anything before - a white fire that she couldn't bear to be left alone with any longer.

"Glassrock Mine," said Winter, quicker than thinking. It was the mine closest to Mantle, and one that Robyn already knew about. And no other mine had the same quantity of gravity Dust embedded in its walls.

Her thoughts caught up to her too late. Winter's body flooded with horror - the only thing that might be able to douse the fire Cinder lit in her.

Then Cinder turned back, smiled at her, and knelt over her. She kept eye contact with Winter the whole time as she lowered her face between her legs.

"Good girl," said Cinder. "Very, very good girl."

She slipped her tongue into the folds, lapping quicker and fiercer than any pace she'd set before, and Winter's world went white.

Winter couldn't say how long she spent like that. Cinder flooded out all thought, only sensation. She only knew when she came back to herself, the lights in her brain slowly blinking on again, and felt her juices pooling underneath her.

It took some time to render complex feelings like betrayal. When it finally occurred to her, it soaked her like a cold wave in the ocean. She'd seen Penny - her closest coworker, and the one person who mattered to her that was still alive - and in an instant, she had sold her out to indulge in her own self-obsessed weakness. She'd succumbed to the warm touch of the one woman she hated most, who'd killed her family and ended her kingdom and destroyed everything she'd worked for, and... and here was Winter, coming around her fingers and giving her directions to kill the last survivor.

They could be in any number of mines, she told herself. Maybe Robyn had run to one where the Atlesians wouldn't know to follow, just in case some remnants of the army had survived. Maybe... maybe... maybe. Wishful thinking, all.

As the aftershocks faded and left her with the truth of what she'd done, Winter felt completely hollowed out. What have I done?

Cinder smiled at the anguish on her face. "You did so well," she said, stroking her hair. "And you'll do much worse yet."

Winter tried to doggedly ignore that she was crying. Cinder wasn't so kind. She wiped at Winter's tears with an insidious tenderness.

"There, there," she crooned, and then said something Winter would never have expected. "It's not your fault."

Winter looked up at Cinder in astonishment. She felt a surge of outrage, but it was directionless, unable to affix to a target.

"It's not your fault," Cinder repeated, "because you're broken. Broken beyond all repair."

It was true. More than true, it was... appealing. Winter had struggled all her life never to break, never to show a hint of weakness. But now she was a shattered little wreck, a plaything being dragged around and toyed with. Anyone could see that, even her.

"I..." she stammered, but her protest died in her throat.

There was a strange comfort in accepting it. She was broken, and broken things couldn't be expected to do what they were meant to. It was - it was foolish to expect that, wasn't it? And she was never foolish.

Cinder slipped her hands under Winter's shoulders and her thighs, and lifted her into the air. Her limbs dangled, and they hurt horribly, but not so much as being dragged across the floor. The dull pain made her brokenness undeniable. Winter was quickly discovering that she preferred it that way.

"It's okay that you're broken," Cinder murmured. "I broke you, after all. It's what I wanted. That makes it worth it."

Winter couldn't agree, but she couldn't argue. Nothing could be worth all this. Consequently: this had all been worth nothing.

Cinder had the glimmer of an idea in her eye. She carried Winter from the room, walking with a purpose Winter lacked, and part of Winter thrilled in her passivity. 

"And it's good that you're broken," said Cinder, "because I can fix you."

Chapter Text

I've been told there's only one way through
No matter what you do
But if all that's true
What about you? What about you?

- "Only One Way"

"So," said Robyn Hill, "she knows we're here."

She had gathered with her teammates and Penny at the edge of the mine. The facility had offices for its corporate overseers, but Robyn refused to use them on principle. They'd been converted into shelters for the most vulnerable refugees, while Robyn took her meetings in the tunnels.

"Who exactly is 'she,' again?" said Fiona. "This... Cinder Fall."

All four turned to look at Penny. Privately, she wished Ruby had gotten the chance to send her broadcast to the world. There was a way that Ruby could make the most inane information sound inspiring - she infused her energy into everything she said. Whenever Penny tried to explain something, she came away feeling that her job could have been done better by a memo.

"She works for Salem," she explained. "She was responsible for the fall of Beacon."

For what happened to me there, she thought, but didn't say. She'd survived, hadn't she? So many people hadn't. She really didn't have anything to complain about.

"Military intelligence suggested she might know some means to control Grimm, much like Salem. It... seems that intelligence was correct."

Joanna tried to hide the worried glance she gave to Robyn, but Penny caught it. All five of them knew it. Atlas' ruin was crawling with the largest assemblage of Grimm seen in recorded history. They might now outnumber humans across all of Solitas. That was why Robyn had been forced to operate in secrecy, as much as she hated the practice. If the refugees learned about their dwindling resources, their struggling maiden, and their increasingly small odds of survival, those odds would drop to absolute zero.

And if there was a woman in Atlas who could control Grimm, and wanted nothing more than Penny's death, and knew where they were...

"We have to mobilize," Robyn said, matter-of-fact. "We need to be out of this mine yesterday."

An unspoken question hovered in the tunnel: And go where? This mine had been as far from Atlas as the refugees could safely make it, with their ramshackle maiden magic. Even if Penny could do that again - a ceaseless push, all the way to the coast, without driving herself to destruction - they didn't have the Dust. Robyn had restocked with everything they found here, and she'd planned to recruit able-bodied volunteers to harvest more, but they no longer had the time. Where could they go but out into the open cold, to run and die against the hounds that would pour out of Atlas?

"The civilians will not survive," said Penny flatly.

"No," said Robyn, softly. "Not with things as they are now."

The admission sank the team's hearts like a set of stones. They lingered in that for a solemn moment.

Then - impossibly, but somehow - Robyn smiled, and her smile glimmered brighter than any of their Dust.

"The status quo's intolerable," she said. "So fuck the status quo. We're gonna change things. Just like we've done every time before!"

Penny watched as Fiona, Joanna, and May all dared to smile, too - as if Robyn had given them permission to feel hope. Penny looked up with astonishment to realize Robyn was looking at her, too. Penny was the only one not smiling.

"I... I do not see how we can change things," she confessed. "If we stay, we will be overrun. If we leave, we will be overrun. I do not think the length of time we stay alive before the Grimm find us is significantly different."

"Anyone who thinks there's no hope has left it out of their mental model. But isn't that the most important variable to keep? Some measure of uncertainty." Robyn placed her hand on Penny's shoulder. Despite the insignificance of the action, Penny found she did feel... stronger. "You think the game is lost, because you only see two losing options. Whenever that happens, ask yourself what options you've previously ruled out. Maybe even refused to consider, because they're too big, too risky, too loud... or just unthinkable. Take another look, weigh them with the other options, and you might find that they're as workable as anything else. Better, even."

Robyn was right. There were options that no one was willing to consider, or even say aloud, but... they would work. They'd work better than anything else.

Penny knew what she had to do. She nodded.

Robyn smiled back. A twinkle in her eye said Say it with me. She took a breath and turned to her teammates, who were already speaking. "We need to-"

"Rob Atlas one more time!" said Robyn and the Happy Huntresses.

"Give me to Cinder," said Penny.

The air fell out of the mine tunnel. Robyn's team turned towards her with wide eyes and aghast expressions. Internally, Penny winced and marked this down as yet another calibration failure in a conversation.

"Penny," Fiona said, sounding hurt, "why would you say that?"

Penny blinked. People didn't always like the way that she expressed her ideas, but that didn't make them wrong. "It is the cleanest option to prolong the refugees' survival," she said. "I am a liability. Cinder will not relent until she has taken the maiden powers, and she will kill everybody in her way. Furthermore, my maiden magic is an inefficient use of resources. We saw that on the journey here. Every day I stay with you, I consume Dust from your stockpile, shortening the odds of your escape."

She saw May's heavy gaze soften as she spoke. May grimaced, then opened her mouth, then turned away. Penny kept talking.

"Cinder has no objective left to achieve in Atlas. She already has the Staff of Creation, and the remaining relics are in Vacuo and Vale. It is likely that she has only lingered here to obtain the power of the Winter Maiden. If I go to Atlas and give up the maiden magic, I estimate good odds that she leaves Solitas entirely. You will have time to mine enough Dust to travel to the next mine, and the next, and the next, until you reach the coast."

Penny folded her hands in front of her and stood as straight as she could. "This option has the best outcomes for everyone."

Joanna looked disgusted. May was staring at the ground. Fiona put a hand to her mouth, and scrunched up her face as if she might cry. Penny had seen reactions like these before. She only hoped that they would truly listen.

Robyn approached her gingerly. "But, Penny, you... won't survive."

"I am aware! But civilian casualties will be immensely lower. As the Protector of Mantle, that is my prerogative." Penny tilted her head, confused. "Is that not your goal, too?"

She caught a brief glimpse of anger from Robyn. "And who gave you that title? Ironwood. But he's gone, and we don't have to play by his rules anymore. No more sacrifices!" She paced back and forth a couple steps before she caught herself. "You're right, Penny; I want to save as many lives as possible. But I refuse to... to buy those lives with death." She spat the words like even thinking them had made her briefly filthy.

"There are other ways," Joanna grunted. "Atlas has Dust and vehicles. We get in, Fiona grabs them, we get out. Then we all ride to the coast. You two good for it?"

Fiona nodded, shakily. May followed suit, with a sharp look at Penny. "We do this right," she said, "and nobody dies. How's that stack up, statistically?"

"B-but this plan has such high risk!" Penny protested. "Cinder is in Atlas. If she detects you, she will kill you. Then we have no change to our resources, we lose you, and we return to the previous options: stay or leave. Accounting for the odds of mission failure, the projected civilian survival rate still falls far short of my plan!"

"Not if we kill her first," said May.

"You will not," Penny said. "She killed Team R-" Her voice strained at the edges, and she pulled back. "Th... the four best huntresses in Atlas, all at once. She killed them."

She looked May in the eyes. "Your team is not stronger. You will not survive half as long."

May grimaced and looked away. But she didn't argue.

"I just do not understand," Penny said to Robyn. "You rejected my plan, in which only I would die. Now you want to use a plan where Fiona, Joanna, and May will probably all die. It does not make sense!"

Penny stared at the ground. Fans whirred in her skull as she brought her usage patterns down to baseline levels. The others were mercifully silent.

She didn't notice Fiona approach until she was right in front of her. Penny looked up in surprise.

"The difference is, Penny, we have a chance," Fiona murmured. "We'd choose to do this, putting our lives on the line, because we hope that it will turn out right." She smiled at Robyn. "And Robyn hopes that, too. Even if the worst happens, I'd still welcome it, because at least we never gave up hope." She patted Penny on her shoulder. "If we gave up hope that we could save everyone, if we stopped trying to do that, then... then none of this would really matter at all."

"But," Penny said. She wondered why her facial module was glitching - her eyes kept scrunching shut. "But we did not save everyone. I did not save everyone."

Quietly, Fiona wrapped her in a hug. She was one of very few people who was even shorter than Penny, and Penny found that her arms fit neatly around Fiona's back and shoulders. Her cloud of woolly hair mingled with Penny's tight coils.

"I know," Fiona said softly, and the quaver in her voice showed that she did. "But you tried, Penny. You never stopped trying."

Did that make it better? Every missile that Penny failed to bat out of the sky, that turned a city block into fire and dust? The sight of Atlas falling, and knowing on a level beyond data what that meant? The image of Cinder Fall's knife in Ruby's throat? Trying hadn't stopped any of those things from happening. It hadn't been enough. She hadn't been enough.

"I - I -" Penny stammered, and her eyes kept opening and closing fitfully. "I was not strong enough. I am not strong enough."

She looked plaintively at Joanna, craning her neck to look her in the eyes. "You all are so strong," she sobbed. "You keep going, despite everything. You make plans and execute them. Why am I not like that? What is wrong with me?"

"Hey," said Joanna, with unexpected urgency. "Hey, don't talk like that."

She crossed to Penny and Fiona, then got down on one knee and wrapped a heavy arm around them both. Penny found herself closer to Joanna's face than she had imagined it was possible to be. Even her face was strong, Penny thought; it was all sharp lines and edges, marked with nicks and scars from scraps, with her hair buzzed short in ridges. The picture of strength. Not like Penny, all rounded and soft and smooth. She was designed to look approachable and huggable, and... and it was working, she thought bitterly. They were hugging her right now.

Joanna always spoke firmly, bluntly, and clipped. Penny could sense the distance Joanna put into her words, making space between her and whoever she was speaking to. But when she spoke now, there was none of that distance, and many layers Penny had never heard from her before.

"Penny Polendina," she said, with a warm, familiar authority. "Don't ever let anyone tell you that you can only be strong."

Penny blinked. It was all that anybody ever had told her. She was strong enough to take a hit from an oncoming truck, then lift it in the air with one hand.

"Everyone has always told me I am strong, ever since I was made," Penny said. "But what if they were wrong? What if I... I am actually fragile, and nobody sees it?"

Joanna looked at Penny like she was discovering a long-lost sister. "Then that's just as important. No one's strong 24/7."

"Not... not even you?"

"Girl," Joanna said with a snort. "You only see me at work."

She sighed. "There's a lotta people out there who'd like us to be nothing but strong. Folks who'll talk you up and say you're something special, that your strength is something else. But they say that because they wanna use you. Whether it's for good or ill, it's using you. They look at you and just see strength. They don't see a person."

She stroked a brown-skinned hand through Penny's tightly coiled hair, and looked her in the eyes. "Forget those people. You gotta find the ones who see the person."

Penny stared at her. She thought about all the reports she'd gotten from the military, and all the tests she'd aced. The praise she'd get from Ironwood and Winter when she came back from a difficult night with scores of Grimm slain. She thought about her father, on those nights. He'd been proud, of course, but... he was always proud. Even when she came back after a long shift of total monotony, he was proud of her. Never her metrics.

Ruby had been like that, too.

"Now, I found my people here," said Joanna. Fiona nuzzled her arm and smiled. "I hope we can be good people for you, too. You don't need to just be strong. Be your whole self, as fragile as you need."

Penny stammered a series of incomplete words. Then she fell silent and shuddered in Joanna's arms. As the minutes passed by, nobody complained. Nobody checked the time and told her that she really needed to get going. It was strange, but it was also... nice.

It was hard to tell when you were done crying when you couldn't shed tears. Eventually, she felt... better, she supposed. Joanna and Fiona stepped back, and Penny stepped to her feet, dusting off her skirt.

Robyn and May had stepped into another tunnel to discuss logistics. Robyn smiled to see the three of them come around the corner. May didn't look directly at Penny. "Feeling better?"

"I believe so," Penny said timidly. "I apologize for-"

"No need," said Robyn. "It's okay to have emotions, Penny. We're in an emotional situation."

She looked past her, to Joanna and Fiona. "May figures she can spare her semblance until you're in the city, to save aura. Once you're in, Fiona, grab as many high-capacity vehicles as you can hold. Don't strain yourself trying to take everything - if we need to take multiple trips to the coast, we will. Joanna, you know your only job is to get your team safely back here." Robyn smiled breathlessly. "Is everybody clear on their role? Any suggested changes?"

Penny raised her hand a millisecond after she started speaking. "I want to go with them."

Robyn faltered. For a moment, she looked crestfallen. "Penny," she said, with the recognizable tone of someone who really didn't want to have to explain something all over again. "I won't let you give yourself up to-"

"I will not," said Penny. "I agree that this is the right option to pursue. I want to increase the mission's chance of success."

She fixed her gaze on May. "Most civilian vehicles were lost in the collapse, and any left out will have been destroyed by Grimm. The vehicles most likely to persist are those stored within military facilities - such as aircraft. These facilities have high security that will take time to bypass, increasing the odds of mission failure. But I still have access."

She knew she did. She'd waved her way through top-secret security defenses on her doomed march to the vault. Ironwood had been hoping for her to retrieve the Staff of Creation, and he'd never thought to remove her permissions. By the time he would have seriously considered it, the bombs were already falling.

"I will come with you to Atlas," said Penny. "I will help access the aircraft. And we will all escape, together!"

Chapter Text

Nothing lasts forever
That's the way it's gotta be
There's a great black wave
In the middle of the sea
For me

- "Black Wave / Bad Vibrations"

Winter didn't struggle as Cinder carried her through the city. She was broken, after all. She clung to the notion as her only lifeline.

Little else went through her mind. Her recent days had been unceasing agony, every second a knife-blade of torment that shrieked in every corner of her brain. Without that, Winter had expected her strategic mind to rush back in to fill the void, reawakened without distractions and ready to fix any problem in her path. But now the pain was gone, and it had been replaced with... nothing. Winter felt as if she floated through the city, weightless and gossamer, and that extended to her mind; it seemed to lack all substance. Perhaps she was broken in more ways than she realized, it dreamily occurred. She liked the thought.

Her limbs still dangled uselessly, and Cinder had made no attempt to bind them. Nevertheless, she carried Winter gently, like a broken bride.

Winter looked up when Cinder paused. They were in a compound that she might once have recognized, if she still cared to. Before them was a magical barrier, ensconcing two gleaming, golden relics. Winter's gaze fell squarely on the Staff of Creation.

"Don't get any ideas," said Cinder. "I had it seal them both inside a barrier that only I can open."

There was silence, and Cinder was still. "Are you going to open it?" Winter asked, after a moment.

Cinder blinked in genuine confusion - then looked at Winter's shattered exoskeleton and laughed. "You think I'd-? Oh, you stupid, self-important bitch. Like I'd waste the relic's magic on you."

She tapped her claw on the staff's barrier. "Anything the staff makes will vanish the moment it makes something else. I can only make one thing at a time." She shook her head. "That's what your kingdom didn't understand, is it? It's all temporary. Your perch in the stars only lasted until someone else seized power, with her own hands."

Winter lingered longingly on the staff. She'd never seen it firsthand. It was smaller than she'd realized from the briefings; practically handheld. All of Atlas had been suspended in the sky by that fragile thing?

No wonder it had come to this.

They passed a hollowed skyscraper, one of many. Its walls had been blown out into a shower of stone and glass by impact, converting every floor to balconies. Then half of them had been submerged in the black tide of Grimm essence that emanated from the decomposing carcass of the whale. Around the angled wedge of Atlas, the dark sea had spilled out to fill the crater that was Mantle, forming a toxic moat around the ruin. New Grimm periodically emerged from bubbles in the black.

Cinder took Winter to the edge of her city, where Atlas' angled edge jutted out above the dark ocean. That was where she sat, dangling her boots off of the cliff, with Winter splayed across her lap.

"You like what I've done?" Cinder murmured. "All of Atlas is now beachfront property."

She shushed Winter before she could speak. "I don't actually care what you think. That's not what you're here for."

Cinder ran her hand through Winter's hair, and Winter hated that she liked her gentle touch.

"I only have one question for you," Cinder said at last. "You killed Ironwood, didn't you?"

Winter made a garbled choke of shock. It wasn't dissimilar to the last noise Ironwood had made. Perhaps he had expected her to stay down once he broke her armor, leaving her with cut strings on the ground. But even with her body broken, she still had hands to hold a sword, and dust to make a gravity glyph.

She couldn't seem to summon any of that wherewithal now. Perhaps she'd used the last of herself to kill him.

"It was you," Cinder realized. "You lured him away from the vault."

Winter mouthed the word "No," but she couldn't bring herself to say it. She couldn't argue with what had already happened.

"I ought to thank you," Cinder said. "I don't know if I could have beaten all of Ironwood's soldiers at once... but I could certainly slaughter four little girls."

Team RWBY's efforts had been last-minute and ramshackle, but Winter had believed that they could win. She'd believed they were the only option. Ironwood was jumping at shadows, imagining betrayal from anyone and everyone but her. And until the very end, he'd been right. Winter had stood by his side, echoed his words, believed in his path, and excused everything.

A proper soldier would have done it sooner. Ironwood had tried to abandon Mantle, control Penny, bomb civilians. All were red lines; ample reasons to defy orders; opportunities to turn against him. She'd passed up every single one.

Part of her had pitied him. Another had been simply terrified. It was a primal part of her, one that didn't try to rationalize; it just knew, in ways that her thinking self couldn't. She had fled the monster in her house by crawling into the jaws of a larger one.

It was that primal part that had made her decision. It wasn't roused by any number of civilians left starving, or exposed, or ripped apart by Grimm. It wasn't even roused by Penny under bombardment. She'd only taken up her sword, unthinking, when he heard Team RWBY were in the vault, and told his soldiers they should shoot to kill.

She'd done it for Weiss. She'd done everything for Weiss. She always had - with just one rotten exception, stamped with military seals. She'd spent her life on that career, but put Weiss up against it, and there was no contest.

She'd fought for Weiss. She'd killed for Weiss. She'd watched a man she wanted to love as a father gurgle out upon her swords for Weiss.

And none of it had mattered. None of it had made a difference. In the end, the woman before her had felt both Weiss's blood and Winter's cum around her fingers.

Cinder's expression was lurid, taking in the panoply of anguish across Winter's face. Then, with a sudden surge, she kissed her. Cinder's tongue snaked into every corner of Winter's mouth, and Winter failed to even think to bite.

It was true. It was all true. She'd done it for Weiss, and it had killed her. She had killed her. She'd killed Atlas, and she'd killed her little sister. And now she was squirming under the tongue of her murderer, and hating that her body warmed to her touch.

Winter couldn't affix any hatred on Cinder. It slipped off of her like oil. All of it was only drawn to her.

Cinder licked Winter's tears as they streamed down her face, mixing them with her saliva. The salty taste only made this sweeter. Privately, she savored the taste of a victory this exquisite.

Deadened to her senses, Winter didn't notice Cinder pulling back until she'd run dry of tears, and Cinder broke the silence. "Are you done, then?"

Winter took a ragged, rasping breath. Of course she was. She only wished the world would be done with her.

"You said you would fix me," she shuddered. "Did you finally give up?"

"Oh, stupid thing," said Cinder. "I've been hard at work."

She stood up, bearing Winter in her arms. "You killed Ironwood. I killed your sister. And we killed Atlas, together. You've got nothing left to live for except life itself."

She grinned down at her. "Let's find out how much that's worth."

With a sudden shift, Cinder stepped to the city's edge, unfurled her arms, and cast Winter into the sea of Grimm.

There was a blur of images, a rush of wind, and a violent splash. Then everything was black, and everything burned.

Winter had no chance to take a breath. She realized instantly it wouldn't have mattered. Every inch of her skin was being eaten; all the pain that she had felt in her life paled against this. She screamed into the liquid void immediately - and then the essence spilled into her mouth, and the destruction was inside of her.

She screamed in ways that didn't require sound. She thrashed her broken limbs, heedless of pain as she acted on pure instinct to get out. Winter's thoughts had long since come to crave death, but she realized in the face of this that they were fools and fakes. Presented with the one thing in the world that desired her destruction more than her, only the primal part of Winter mattered - and that primal part wanted to live.

Claws stabbed into her neck and shoulders, and she was wrenched upwards. Her head broke the surface of the essence; air was a forbidden delicacy. Cinder hovered over her, gripping her with her Grimm arm. Winter spewed black essence and shrieked like a dying animal.

"You're not dead. Not yet," Cinder hissed into her ear. "I've done this before and lived. There's a way."

Winter's ears were wide open - then Cinder shoved her down again. Every cell in her body screamed in panic. When Cinder pulled her head out next, she listened with rapt attention.

"There's creation in destruction," Cinder explained hastily. "Transformation. Let it flow to what's already gone, and take root there."

She dunked Winter below the surface once again. Cinder's words rang in her mind. Sure enough, Winter could sense the hunger of the essence, and the way it sensed destruction. Her shattered bones, her tattered flesh - these things were broken, its natural habitat. The rest of her wasn't, not yet... but it would very much like to change that.

"But you, yourself? Hold that above all else," Cinder urged. "You have to impose your will. Don't let it take anything you aren't willing to lose."

Winter faced the darkness. She knew what she was: her body, absent everything inside that Cinder and Ironwood had shattered. It could take the useless flesh all cut to ribbons, but it could never take her shape, her face, her mind. Shivering, she took a deep breath of the darkness - still burning - and welcomed it into her broken pieces.

"Because you have to!" Cinder raged. "You have to fight to survive! You have to kill to win!"

The essence seeped inside her, and she felt it trickle through the lines where bones were. The throbbing pain of fractures faded, consumed by the agony of Grimm essence. Winter couldn't feel the broken bones anymore... but she could feel dark essence, thrumming through her. It was pain, and it was hunger. As it settled inside her, she became aware that it was also... power.

"Ironwood is gone," said Cinder, imparting words whenever she yanked her from the pool. "Your sister is gone. Your family is gone. Your kingdom is gone."

Winter gasped for air. Each sentence was punctuated with a splash, then the silence of the bubbling black. There was no room in her mind for anything but Cinder's words - and then she was pulled up again, to breathe in new ones.

"None of them will see you again. None of them will ever know what you've become."

Cinder pulled Winter back by her hair and whispered into her ear. "Doesn't that feel freeing?"

This time, she held Winter down for longer. The words sank into her as much as the essence. Was she free, now?

She'd certainly been cut loose of all her obligations. Everything that Winter had sworn herself to serve was gone: her family, her kingdom, and the world seemed well on track to follow. And yet, faced with destruction, she didn't want to die. What else was there to live for but herself? To live as her own creature, staving off destruction with herself as her foundation?

Yes. Yes, that was what she'd do. She'd live for herself, and no one else. Honor that primal, unthinking part of her - the part that knew more than anything else. The part that knew to slay her enemies where they stood, going beyond all prisons of thought. She had been abused, but she would be avenged - by her own hand.

It was freeing, she realized. Euphoric, even. Despite the darkness swirling all around her, Winter laughed.

"That's enough," said Cinder, after a time. She lashed her arm and cast Winter out of the pool, onto a snowy bank.

She carried the violence onto dry land in her body. Inky darkness ran from her eyes, and nose, and mouth, and spilled messy spirals in the snow. The rest was buried deep. She hacked and heaved in vain - as if she could cough away a flame burning inside her. The essence wriggled in her, seeping ever deeper.

It took Winter several minutes to realize she was lying on her hands and knees. Her exoskeleton was long discarded, but her limbs could hold their shape - even hold her. She could feel her hands and feet again, linked by a subtle sense of tension that she'd taken for granted from birth. She could feel a gnawing darkness and a spectral hunger in her body, but somehow, she didn't feel the pain.

Slowly, shakily, Winter shifted onto her back foot, splayed her fingers to push off the ground, and... stood. She stared down at herself in disbelief, expecting her body to give out at any moment, for her to collapse back into the snow and slide into the black. She never did.

She could feel dark essence pooling in the bottom of her boots. Slowly, darkness leaked into the snow around her feet.

Winter raised her hand before her and marveled at the majesty of its construction. Fingers, tendons, and bones curled in every combination she could think to try. Each initially moved a bit too fluidly, betraying a loose joint - but then they locked quickly together, as if by magnets. Everything in its proper place. Dwelling on the sensation of her hand pulling itself together through her flesh, Winter took a long, deep, sighing breath.

She smiled, curled her fingers into a fist, and then threw a punch at Cinder. The first step in avenging herself - she'd throttle the woman who ended her old life, and then set out to start anew.

Cinder stared at her with a wide smirk. Winter wondered how she could recover so quickly from a blow. Then she realized that she'd never struck Cinder at all.

Her hand had frozen an inch from Cinder's face, suspended in the air. No matter how she wanted to, she couldn't move it forwards - or backwards. It merely quivered in the air, unresponsive to her instincts. Winter grit her teeth as she realized that her other limbs were frozen, too.

"I knew it!" Cinder cried. A single orange flame curled off of her eye. "Anything Salem can do, I can do, too."

"What-?" Winter raged. "This is my body. It's mine!"

Cinder flicked her wrist, and Winter wrenched her arm away. She pointed down, and Winter threw herself onto her knees.

"It's your body," Cinder said, "but my magic. Everything you made from essence, I control. You move again, you live again - with my permission."

Winter stared up at Cinder, utterly aghast. She'd told her to fight for herself! She'd summoned a sense of self she didn't know she still had, and - and - this witch was going to rip it back away?

"You tricked me," she realized, desolate.

"Honestly, I took a risk throwing you in there," said Cinder. "You could have given everything up and been destroyed. You know, if you were smart enough to die with dignity." She beamed. "I'm so glad you didn't!"

Cinder reached down and stroked her hand along Winter's face. Winter trembled impotently as her claws traced red lines across her skin.

"You know what you are, don't you?" Cinder crooned. "You're not human, anymore. Not really."

With a shuddering motion, Winter realized her neck was bending in a nod. Cinder made her wag her head a couple times, quicker and quicker, over-enthusiastic. Then she forced her head down, and Winter stared at the ground in incandescent rage.

Cinder brought her claws to Winter's head, to pet the oily ruin of Winter's hair.

"You're my creature now."

Chapter Text

We can reach the sea
They won't follow me
Shadows, they fear the sun
We'll make it if we run!

- "Black Wave / Bad Vibrations"

It was much easier to rob Atlas, Penny realized, when everyone was dead.

The team’s skills were wasted on an empty city. All they had to do was follow Penny’s directions to the edge of Atlas and pick open a bunker door that had sealed shut in the fall. The only obstacle was Grimm, but Robyn’s gang had a novel approach to facing down a city full of monsters:

They laughed.

Penny stood watch by the door, marveling. While May picked her way through complex mechanisms on a mission of life and death, Fiona and Joanna were talking with her the whole time, and smiling. A punchline from Joanna about Atlesian cuisine got guffaws all around.

Fiona must have noticed her staring. “You’re awful quiet, Penny,” she said. “You’re welcome to share!”

“I do not eat,” said Penny. “I am not sure I have anything to say.”

“Oh, we don’t have to talk about food!” said Fiona. “Just whatever makes you happy!”

“Whatever makes me happy?” Penny said, incredulous. “I’m… allowed?”

Now it was the huntresses’ turn to look confused. “Uh, yeah,” said May. “Why wouldn’t you be?”

“I am just not sure what purpose it serves,” said Penny. “Aren’t we on a mission? In Grimm territory?”

Fiona nodded eagerly. “That’s exactly why. Grimm are drawn to negativity. Joy keeps them away.” She smiled. “We’re not called the Happy Huntresses for nothing!”

Penny stared, astonished. Could joy really be an asset to the mission? Coming from her, it had only ever been seen as a distraction. A top complaint about her performance: “Needs fine-tuning,” and “Tone excitability way down.”

“So,” she said, considering this, “you use joy as an asset because you lack defensive technology?”

“I guess?” said Fiona, her smile faltering. “It’s not just that, though. Even if we had proper shields, I’d still want people to be happy. Wouldn’t you?”

She looked out over the ruins of Atlas and Mantle, jammed together. Ringing the ruin was Mantle’s wall, worn down into giant gaps and scars. “I think this city lost sight of that.”

Penny stared, too. Could you quantify a city’s happiness? Had Atlas got it wrong? Her father had been so happy to have her… but the Grimm still came, and the walls still fell. Had her happiness not been enough?

“Ahem,” said Joanna, with a cough. “Think we need to lighten up, Fiona?”

“Oh! Right!” Fiona looked, well, sheepish. She turned to Penny. “What’s something that makes you happy, Penny? I want to hear all about it!”

“Are you sure?” said Penny, apprehensively. “I have been told that I can talk ‘forever’ and ‘longer than the mission should have gone’ about things that ‘do not matter whatsoever’ and ‘only serve to make the robot happy’. I wouldn’t want to make you unhappy by talking too much.”

Fiona’s eyes widened with pity and concern. She looked a bit like she might cry. “In that case,” she said, “it would make me very happy to hear you talk about your interests.”

“Okay!” said Penny. “I hope you are prepared to hear a lot about snow. Did you know that it’s believed that no two snowflakes are alike…?”

Penny was only 62.5% of the way through her snowflake data banks when May finished her work. Several layers of emergency security mechanisms clicked away, and the door to the military complex swung open.

May made a flourish. “Ladies first,” she said, and walked in.

“Penny, you’re our guide,” said Fiona. “Do you think you can navigate to the hangar while we talk, or do you need to focus?”

Penny weighed her options. The military complex was, well, complex, and rendering her mental map would take a fair amount of processing power. “I think I will need to focus on navigation.”

“Okay! And Penny,” Fiona added, “I would love to hear you talk more about snow sometime when it’s convenient. Please, don’t hesitate to ask.”

Penny nodded. She charted a path to the nearest hangar, noticing the vault as she passed over it. The thought occurred to her to go there. She wanted to see… she wanted to know…

Confirmed kills, her military software helpfully supplied.

Penny crossed the threshold, and took a step towards the vault.

She froze. Her leg felt like an alien entity. Was that me, she wondered, or was it him?

Ruby had severed Floating Array, but the virus was still in her system. Watts just couldn’t access it to issue new commands. What if the commands he’d made already hadn’t left? Code had a way of resurfacing in odd sequences. What if her own stray thought to visit the vault had been his doing? What if he was still there, trying to trick her?

What would she do if she even got there? There was no gate left to open. Would she pick up where she left off and destroy herself?

Shakily, she took another step towards the vault.

Maybe she could find a way around this – except no, she couldn’t. The vault was at the center of the complex. Any step towards any hangar would bring her closer to it, and fulfill the virus’ orders. She couldn’t move without hearing it echo in her mind.

“I cannot,” she said aloud, “c-cannot go towards the vault.”

The huntresses shared a look. “Um, we’re not going to a vault,” Fiona said. “Penny, are you alright? What’s wrong?”

Their worried eyes were worse than the whispers. She’d seen those same looks in the eyes of Team RWBY. Penny shrank back from the huntresses, afraid that she would hurt them.

“Hey,” said Joanna, with a firmness to her voice that cut through Penny’s panic. “Look, we gotta send somebody to the hangars, but it doesn’t have to be you.” She crouched down and looked her in the eyes. “What do you need, Penny?”

Penny opened and closed her mouth. “Can you…” She could barely bring herself to think the word, but she moved her arm near Joanna’s, her open fingers twitching slightly. “Can you hold my hand?”

Saying it was a shock. Joanna’s response was even more surprising.

“Of course,” she said, with infinite warmth in her voice. She closed her hand around Penny’s, and Penny stared at their grasp. “Whatever helps you feel more comfortable.”

Joanna motioned down the corridor. “Wanna move?”

Penny nodded. Joanna took a step, and so did she. Both tried to adjust their gait to match the other, and neither really managed. It was slow, and halting, and a little awkward.

It was perfect. Walking together, feeling another body move to a slightly different rhythm, was nothing like the virus. They moved down the corridor and turned a corner, and Penny never felt a whisper from her memories.

“Thank you,” she said softly. “I am sorry for the trouble.”

“Girl, you're good. I'm just happy I can help you,” said Joanna, and softly squeezed her hand. “That's all any of us want to do.”

One, two. One, two. Each foot followed the other in a rhythm drilled into her bones, carrying her down the corridor at a brisk pace.

No one else was in the corridors like usual. She hardly noticed. It only meant she wouldn’t be kept from her destination.

Something’s wrong, said a narrow twinge at the back of her mind. I shouldn’t… I don’t…

She crushed dissent in her fist. She’d been given a mission; all she needed to contemplate was how to complete it. So she ignored her momentary misgivings, and the essence pooling in her boots, and the black tar that stayed clinging to the corridor.

There was comfort in order. There was comfort in obedience.

Everything was exactly as it should be.

Half the hangar was destroyed. Its architects had never had to grapple with the possibility that Atlas might face gravity. Nestled in the bottom of a floating city, the military complex was built more like a space station than a fortress, and it hadn’t taken well to reentry.

“Alright, girls. You know the plan,” said Joanna. The others nodded. Robyn had been clear: Fiona would absorb as many vehicles as she could carry without straining herself, but as a backup, they’d steal at least one working airship without using her semblance. Putting everybody’s hopes on Fiona was an unfair burden, she’d said. Penny agreed.

“Don’t go far,” Joanna warned Fiona and May as they split up to search. She turned to Penny. “I can walk with you, if you want?”

“No, that… will be fine,” said Penny, and it was. The ruined hangar didn’t bring back any memories; it was just an obstacle to explore. And she could do a better job of it alone. “I will tell you what I find!”

With a bit of mischievous delight, she flared her jets and flew along the ceiling. The military had strictly forbidden her from flying through the hangars; controlled airspace, after all. She was only approved to enter certain ports, but secretly, she’d always wanted to explore the hangars like an airship would. She felt a curious kinship with the vehicles.

It was a shame to see so many of them broken under rubble. Although, for some, the damage might only be cosmetic. Airship hulls could withstand quite a lot, but excavating them would be the trouble. Good thing Penny had the strength of steel! She just didn’t want to waste her energy on ones that wouldn’t work. Robyn would need all the Dust she could get to fuel the airships when they made it out.

She activated scanners and peered under broken stone to assess the shape of ships. She “spoke” to some of them, the ones with automatic diagnostics installed, to assess the extent of the damage. Like a nurse moving through a hospital, she thought. Or a graveyard.

This one wouldn’t do. Its wing, sheared off. Its turbines, blown to bits. There were many like it, buried in the bones of fallen Atlas. Standing in the middle of the ruined hangar, this deep in the devastation, it almost didn’t matter who had caused it.

She knew there was a reason she was looking for a ship. She knew she didn’t like it. She’d wrestled with that, and then she’d put her qualms aside. That was her due diligence, wasn’t it? That was all that was required of her. Anything else would make her a bad soldier.

Defying orders was unthinkable. Defying orders was exactly what had brought her here.

Aha – there was one with only loose rubble around it. A small miracle. She inspected the craft: all systems go, with ample space for troop transport. For this operation, it ought to be sufficient.

She put a finger to her ear. “One bird operational. Mission is go.”

“Your insipid jargon is adorable,” said the voice on the other line. “Speak plainly. What’s it to me?”

“Meet me in the hangar,” she said, ever obedient. “We’ll be there within the hour.”

Penny’s sensors lit up as she located a working airship. “Found one!” she chirped into her comms. “South end of the hangar, by A-3!”

“Yes! Amazing!” Fiona called. “Thank you, Penny!”

“We’re on our way,” Joanna added. “Think we’re on the other end, though.”

“Bet I’ll beat you there,” said May. “Good job, robo-girl!”

Penny landed in front of the airship and rocked back and forth on her heels, humming with contented joy. Then she paused. She’d been so focused on the ship’s diagnostics that she’d barely noticed a heat signature inside. She stared. Sure enough, there was something moving in the ship.

She reached for Floating Array, and was once again reminded it was severed in the vault. Still, she was deathly curious to see what was moving around in there. A Grimm surely couldn’t have gotten in, could it? Not when the ship’s door and hull was still intact…

The door hissed open, and a figure stepped out of the ship. She was tall and svelte, and wore no brace. Her white hair was tied tightly back over her crisp uniform. Everything about her was immediately familiar… except that her white coat was stained oil-black, and glistened in the light, and dripped black tar onto the ground around her. She stared dully at the ground, and there was something dead behind her eyes.

Penny disregarded all that unimportant data. “WINTER!”

The collision nearly knocked her off her feet. The sight of her attacker shocked Winter into her forgotten humanity. It was a joy that had grown unfamiliar – something that didn’t feel like it belonged in her life as it was now.

“Penny?” she said, slowly, as she came back to the world outside herself.

Just as quickly, she remembered why she’d left it. She remembered where she was, what she was doing… and what she was about to do.

“Penny,” she repeated, with a sudden urgency. “What are you doing?”

Penny blinked, then smiled up at Winter in her arms. “Hugging you!”

“No, I—” Winter shook her head. “Penny, why are you here? This isn’t safe. You have to go.”

“I will,” said Penny. “We just need to take this airship first.”

“We…?” Winter murmured, dimly guessing what she was about to hear.

“My new friends! Joanna, Fiona, and May. Although I’m not sure May likes me very much.” Penny beamed. “We came to steal an airship. Isn’t that exciting?”

Winter groaned. Of all the people to fall in with, had Penny really found the one cadre of criminals more foolishly optimistic than her? Another notch for dereliction of her duties, then; she should have been there for her. Penny needed guidance, not whatever “free play” passed for protocol in la-la land!

But her disdain for Robyn’s politics withered as she realized none of it mattered right now. Penny needed to survive before she could do anything else, and Winter – stupid, useless, broken Winter! – had pulled her straight into the line of fire. Twice now, apparently; she knew exactly who she’d called to meet her in the hangar. Was that her doom, to be the death of all her loved ones?

Winter looked at Penny’s unsuspecting smile, her innocent eyes all full of maiden-flame, and crushed her heart with a pang of preemptive guilt.

No. No. Weiss, Ironwood, her family, her city… all of them were gone, and that was her burden to bear. But Penny wasn’t gone yet. She was standing right in front of her, arms around her. She could still survive, as long as she got far away from Winter. Far away from any chance that she could ruin her, too.

She’d told Cinder where Penny was hiding, in the mine. Now she’d told Cinder, inadvertently, where Penny was at this moment. But that was the only information Cinder had.

Winter gripped Penny’s shoulders, peeled her out of their embrace, and looked her in the eyes with sudden desperation. “Penny, listen to me,” she said firmly. “Cinder is here. She’s looking for you. You need to fly out of this hangar, out of Atlas, and not stop until you’re out of Solitas. You need to run!”

Penny stared at her. “Winter,” she said, as if it were the simplest thing in the world, “I can’t leave everyone behind.”

“Robyn’s gang can fend for themselves. They’ve done it this long. The only one in danger here is you,” Winter pleaded. She could hear Cinder’s clicking footsteps in her mind at every moment. “As long as you stay with them, you’re putting them in danger, too. You should save yourself—”

“That’s why we’re here!” said Penny. “Winter, I’m so glad I found you. You can come with us, too. We can all escape together!”

There were so many reasons that couldn’t happen. Winter wasn’t even human anymore. She was some howling thing that ruined everything she touched. Inviting her would make any sanctuary into a beast’s den. “No,” she said, shrinking back. “Don’t worry. I’ll be fine.”

Penny pouted. “I do not sense that you are being truthful with me right now.” She looked Winter up and down, newly noticing the changes to her garb. “Winter, are you alright? What… happened to you?”

Happened? Nothing had happened. Nothing was wrong. Winter’s memory was a blank void, as long as she kept it that way. Her fingers curled in concentration.

“Penny,” she said, emphasizing every syllable, “retreat. Now. That’s an order!”

Penny stayed rooted where she was. “Winter… we’re not in the army anymore.”

Of course. The same army Winter’s failure had obliterated. If destiny favored Cinder, Winter was clearly its most hated child.

So that was it, then. One last betrayal to complete the set. Face-to-face with her last loved one, and there was nothing she could do to stop the doom she knew was coming. Her body wasn’t hers to use, and her words had lost all weight within the shadow of the city she had ruined. Winter fought to hold back burning tears and seething black essence as she stared at Penny, committing to memory the face she knew she would destroy.

Footsteps clicked nearby. Penny turned. Winter didn’t need to. She closed her arms on Penny from behind, locking her in a vise grip with surprising strength. “Huh? Winter, what–?!”

“My, oh, my,” said the approaching figure. “I knew you’d serve me well, but delivering the maiden to my doorstep goes above and beyond.”

Penny struggled against Winter’s grip. Winter looked anywhere but at her expression of confusion and betrayal. Her gaze settled on the fire-eyed woman drawing near, who smiled like she’d won the lottery without drawing a ticket.

“Good dog,” said Cinder. “When all this is over, you deserve a treat.”

Chapter Text

You who stood so proud once
I can taste your fear
You blazed like torches
It's dark in here.

- "Dark in Here"

Penny opened her eyes, and green flames billowed from her gaze.

"I'm Penny Polendina," she proclaimed. "I chose this power, and it chose me." Her voice was giddy with a child's glee. "I'm the Winter Maiden. It's me!"

Penny narrowed her burning eyes at Cinder. "You've taken enough."

A gale-force wind blasted Cinder from the air. Where she struck the ground, lattices of ice enclosed her limbs. Gasping from the pain, she built a fire in the ice, but it wouldn't shatter quick enough -

With turbines carried on the wind, the shattered aircraft in the hangar shuddered towards Cinder. She glared at each with eye ablaze, desperately melting them to soften the blow. Plane after plane crumpled into a conflagration. Pinned by Penny's magic, Cinder stood amidst the wreckage and the spray of slag.

But of course, no aura could protect Grimm essence.

Cinder's howl of agony was audible over the blizzard. Black smoke boiled from the place her arm had been. The stench was loathsome, and the pain was great enough to blot out sight and thought. She tore herself out of the wreckage in an animal panic. Briefly, her wounded gaze flickered towards Winter.

Then her aura crumbled, and she collapsed.

Joanna gave Winter a wary look, but she made no attack as Joanna ran towards Penny, now descending from the calming air.

"Joanna!" said Penny, still giddy. "Did you see-?"

"I saw, girl," said Joanna, and wrapped her in a hug that plucked her from the air. "Proud of you."

Penny hugged her back, and giggled in Joanna's embrace. Cinder lay unconscious in the wreckage. Winter stood and stared.

"Fiona's getting May. We've got what we need," Joanna explained. "We can go."

"I'm not done yet." Penny's face grew solemn, and she stepped towards Cinder. Six crystal blades gathered over her shoulders, poised to strike.

Joanna nodded grimly. "You don't have to do that if you don't want. I'd do it for you."

"Thank you, but... I think it should be me," said Penny, though her voice quavered. "I think it has to be."

Blankly, Winter stepped in front of Penny. In front of Cinder.

"Winter?" Penny's eyes widened. "No, she - she can't still be controlling you! You're free!"

Free? A curious word. It was true that Cinder had no power over her right now, and that burning urge she'd given her to kill Joanna - to rip her throat out with her teeth, if need be - had faded. But that was a far cry from freedom, with essence pooling in her boots.

Penny's face fell. "Even if... then let me kill her. If I kill her, then she can't control you any more. Right?" At least, I hope so. "A-and if not, we can find a cure. You can come with us, and..."

She trailed off as she stared at Winter, searching for a fire that she couldn't find. "Please, Winter," she murmured. "Don't you want to come with us?"

Winter stared past her and watched Joanna Greenleaf. The woman showed an obvious admiration for Penny, but trepidation when she looked at Winter. With ample reason, of course. The steel in Joanna's gaze told Winter that she'd honor Penny's offer, but all would not be quickly forgiven. No matter what loyalties she swore, Robyn's crew would surely remember the loyalty she'd had for Atlas - for all it mattered in the end, she thought bitterly.

She had broken, in that moment, when she struck at Ironwood and doomed Atlas and Mantle both. When she killed her city and the dream it represented. And look where that single moment of disloyalty had brought her! There would have been more honor in committing herself to the path, to place her faith in her cause and fulfill her orders to the letter. No matter what it took of her. No matter what it took of others.

She could go with her, of course. She could shuffle into Robyn's camp, bear the rotten looks, and beg forgiveness for her crimes. Swallow her pride, swear off all her accomplishments, and serve Robyn's orders forevermore.

But to do so, she would have to admit that there was something of her left. That Cinder hadn't fully snuffed her out, and she could be brought back to life again. And that would mean admitting that everything Winter had become, and everything that she had done, she'd done herself.

She'd have to look Penny in the eye, look away from her scars, and tell her that she didn't mean to do that.

Or.

Or she could stay exactly where she was. Question nothing and no one ever again. Find faith in a new cause, with new orders to be followed to completion. Unthinking and untroubled. Order in obedience, and pleasure in perfection.

The last time she had chosen to betray her loyalty, she'd ended here, in ruins. Now she had a new chance at loyalty, and she couldn't abandon that.

Winter didn't speak to Penny. She didn't let her face betray a feeling. Instead, she lowered to one knee, tucked her arms under Cinder's knees and shoulders, and picked her up. One arm dangled from her grasp.

Penny made no move to strike, nor did Joanna. She simply stared at her with an unmitigated sorrow. Just as she had done so many times before, Winter couldn't shake the feeling that, on some level beyond consciousness, Penny understood her.

Winter was all that remained of Atlas. Now she would bear that weight herself.

Gently, silently, Winter carried Cinder back into the dark.