Cinder knocked out James's guards and dragged them into the shadows. She didn't have time to take the elevator so instead she forced the doors open and jumped down the shaft. There was no telling when an alarm would go off. She thought that since she hadn't heard one yet. Then there would defiantly be one when she burst into the hidden cave. She landed softer than she thought she would. Using her fire to lift her up some before dropping to her feet. Surprisingly no alarm went off as she shot the doors off. Doing a quick look around she ran down the long open hall and to the pods.

"I found you love." Cinder touched Amber's pod and an alarm went off. "Shit! Fine time for something like that!" She grumbled. "I was going to open you up gently but there's no time for that now!" She brought out a small flame and started to open the pod.

The alarms blasted interrupting the dance. "Ozpin!" Penny yelled pulling her arm up to check were the alarm was set off at.

"The chamber!" Ozpin yelled taking off running. He was followed by James, Glynda, Penny, and Qrow.

"It's looks like you need to make up your mind faster than you we thought!" Qrow yelled at Pyrrha as he ran past her.

"What is he talking about!?" Jaune asked looking at her.

Pyrrha looked at him lost for words and shocked. She swallowed harshly and stepped away from him slowly.

"Pyr-"

"I'm sorry." She turned around and ran after their older friends.

Jaune stood there stuck watching her go.

"What the hell are you doing!?" Nora yelled pushing him forward. "We've got to run after them you idiot."

"Yeah! Right now is not the time to be a dumbass Jaune!" Coco yelled. Somebody grabbed his hand and they all took off after their friends.

Mercury and Emerald looked at each other with worried faces. "She's still in the bathroom let's go check on her." He said pulling her after him. They could hear the DJ trying to keep the rest of the students calm in the background.

"It's locked." Emerald said.

Mercury moved her out the way and kicked the door open. There on the floor was the ashes of Cinder's suit and an open window. Emerald couldn't swallow the lump in her throat or stop her eyes from stinging. Mercury kept clenching and unclenching his fist as he looked at the window. He needed to pull himself together against his broken heart.

"Let's follow them and see what this is all about. We won't know anything if we don't have the truth from her." He mumbled picking Emerald up. She held on tightly as he jumped through the window and ran across the school yard as fast as he could. He saw the last trail of heels end outside the tower. After running through the door, he thinks he saw Yat jumping down the elevator shaft with Fox. "Hold on tight." He told Emerald. They both spotted the knocked-out guards in the dark. Emerald hid her face in Mercury's neck when he jumped down the shaft.

Cinder placed both her hands over Amber's chest. She took a deep breath and released it as her hands started to glow. She opened them to see the golden power be transferred back into Amber. She smiled softly after a few more seconds. The drain on her body was hitting her harder than she expected.

She jerked up stopping her process as everyone landed on the floor of the elevator shaft and ran out into the area. They stopped gasping. Her face ran over everyone and stopped on the last two entering the room Emerald and Mercury. She quickly looked away and looked back at Ozpin. She hoped her face looked as desperate as she felt. She didn't want to fight them but she would without a second thought.

"Why are we just standing around! She going to kill her!" Qrow yelled as he tried to get to her.

"Wait!" Ozpin grabbed him.

Cinder nodded and went back to transferring the power back to Amber's glowing body.

"She's giving it back!" Glynda gasped.

"But that's going to kill her." James whispered softly.

"Kill her!?" Emerald and Mercury shrieked looking at Ozpin.

"Somebody better start explaining!" Yang yelled not taking her eyes off Cinder and the girl on the ground.

"She's giving back her half of the maiden power." Pyrrha said sadly. "But it will kill her."

A portal opened behind Cinder and Raven came out with her sword ready to strike Cinder down. Faster than they thought Cinder could move at this point. She flipped in the air dodging Ravens blade, kicking her in the side, and sending her flying.

Cinder quickly put a fire dust shield over Amber. "I'm getting really tired of fighting you dog." She growled as her swords were crafted into her hands.

"You're weaker than you've ever been before and yet you still have the power to talk shit." Raven smirked.

Cinder was indeed very weak but she still had some of the maiden power left in her and she was going to use it to whoop Ravens ass.

"Raven!?" Yang shouted confused.

Raven startled and turned to all the eyes that were on them. That was the opening she needed. Raven blocked the blade coming for her throat at the last second. But she wasn't prepared for the lightning that came through the blade. She was forced back into a pillar by her body. Cinder drove her blade into Ravens stomach pinning her to the blade. She watched Raven struggle for a second before slowly making her way back to Amber. She sighed heavily dropping to knees. Everything was starting to feel like it was burning.

"Cinder wait, please don't do this!" Mercury begged.

"Yeah let us help you." Pyrrha took a step forward.

"Stay back!" Cinder yelled swinging her arm.

A strong wind knocked Pyrrha to the ground and the others stumbled into each other and into the wall behind them. Her vision blurred and she fell forward over Amber catching herself before she could fall on her. She was panting as she brought her hand back up to Amber's chest. She smiled a little finally returning the last of the maiden power to its rightful owner.

Raven scowled putting out her hand for her sword. It levitated as she opened a portal in front of it. She forced it through the open portal behind Cinder.

Amber woke up and the sight that greeted her was unbelievable. Cinder had grown into a beautiful woman. A woman that she knew she could finally return feelings for. Cinder moved Amber's body and hugged it to her side as the blade pierced through her chest.

Nobody moved except Raven who broke the blade and pushed herself off of it. "You're still as good as I thought kid." She snarled limping her way behind Cinder.

"C-Cinder?" Amber croaked. She drew in a shaky breath as she was leaned back to view the woman who's arms she rested in.

Cinder was smiling at her even though there was blood steadily flowing out of her mouth. "Rest love." Cinder whispered pinching a nerve on Amber's shoulder. The older woman didn't have time to respond before she passed out.

Ruby watched shocked as her aura moved out and connected with Amber's aura that flowed out. Then they mixed and settled together.

Pyrrha gasped when Cinder looked at her. She frowned not understanding why their aura was showing up. It doesn't show up when people die. "Cinder what are do-"

"I'm sorry." Cinder mouthed. They all watched as she pulled her aura back from Pyrrha's.

"Stop!" Pyrrha yelled feeling her bondant connection fade away. "No!" All the metal in the room started to vibrate including Penny.

"Dad?" Penny asked looking at her hands and body.

James panicked and held on to her. He pressed her head into his neck. "It's ok honey. It'll all be over as soon as she calms down." He closed his eyes as he felt and heard her body start to break. "Just focus on me honey!"

"Enough!" Raven hissed stepping on Cinder's back and withdrawing her sword. She turned and blasted a hole through the wall. They watched as a huge portal opened up in the sky. "She'll kill me if I let you die." Raven picked up a barely conscious Cinder and threw her over her shoulder. "This battle is far from over and I'm not losing again."

"Cinder!" Pyrrha yelled as she watched her broken bondant disappear into the portal.

"D-Dad." Penny gasped out.

All the metal in the in the area flew across and crashed into the now empty spot. James stood still looking at the pieces of his daughter scattered on the floor amongst the other pieces of metal.

"P-P-Penny?" Pyrrha sunk her knees with a look of horror on her face.

"Penny!" Neptune yelled running and picking up her head. "Penny?" He whispered gasping against the burning in his throat. Penny's eyes were as lifeless as her body parts. He screamed holding her to his chest.

James had finally moved and started to pick up her pieces. Everyone else were to shocked to move or do anything. "Y-You're going to be ok. I-I'm going to fix you up and then get you new parts. It'll… It'll… It'll.. be l-like an upgrade." He mumbled to himself.

Alarms blasted from everyone's scrolls. "The city's being invaded with grimm and the white fang have showed up." Glynda said looking at her scroll. "The police, task forces, and James's army are being outnumbered."

"We've got to do something before people get slaughtered." Qrow said looking at Ozpin.

Ozpin kept his eyes on his bondant that was quickly and continually falling apart in front of them. He pulled out his scroll and started a video that would be broadcast to the whole school. "As many of you may have already noticed the first of the alarms going off and now the second wave. The city is under attack by grimm and the White Fang. The people are being out numbered and most likely slaughtered as we speak. However, do not get it in your heads that you have to go help or that I'm asking you not to help. Most of you are not fully developed hunters and you could get killed. I am only telling you that it is your choice. How you want to protect yourself or who you want to protect. No one will hold you responsible if you do go. No one will say you're a coward for not going. I however and many students and teachers that I do know will be going and joining the fight. I will either see you or I won't, so goodbye my students. Until we meet again." He ended the message and dropped his scroll.

Ozpin ran over and picked up Amber. "We can't just leave her here. We've got to lock her up somewhere safe." He stressed.

Qrow looked at his partner walking over to him touching his shoulder. "James, we have to go."

"Go without me." James said still in a daze looking down at the head that Neptune was still crying over.

Qrow glared at him. They had a crisis on their hands and James was losing his mind to a machine that called him dad. "James enough already, just drop these pieces to your stupid toy! You can rebuild it later!"

"Don't talk about my daughter like that!" James roared dropping some of Penny's body pieces and pointing his gun at Qrow. "She's not some damn toy! You insufferable idiot! I made her to be our daughter! I was going to tell you but surprise! She's dead now!" He blinked and looked down at the pieces he was still holding and then back at Qrow. "S-She's dead now and… and… I didn't get a chance to introduce her to you as our daughter." He broke down dropping the lifeless body parts.

Neptune caught him in his arms holding him. Neptune carefully lowered them to the ground. "I still feel her. We can bring her back somehow. Okay?" He tried to catch the sobbing's man's eye. "Okay?" He stressed holding him to his chest. James nodded holding the boy as close as he could.

A dragon's roar broke their moment apart. They all looked towards the hole Raven made. A dragon grimm cried out again as it came through the portal followed by herd after herd of Nevermore's before it closed.

"I've got to get to the top of the tower." Ozpin hissed in panic.

"We'll take her." Mercury said running up to his side.

"A-Are you sure?" Ozpin asked him. Even in the situation that they were in now he couldn't just ignore what had happened.

"Yeah we'll put her in C-Ciinders room." Emerald calmly only chocking on Cinders name a little.

"Thank you." Ozpin said softly handing the woman over to the couple. "As for the rest of you. If you're up to it get to the city and help out as much as you can!" He made his way to the roof.

Mercury and Emerald called for their weapons and made their way to their room.

The rest of group was in shock and nobody moved. Penny was dead, Cinder had been kidnapped by Raven, Cinder had broken the bondant link between her and Pyrrha, Amber was brought back, Mercury and Emerald had lost their lover and leader, and the city was under attack by grimm.

Glynda took a good, long, and hard look at her students turned friends. The horror of what had happened was fresh on there faces. This however wasn't the time to dwell on it. She took a deep breath walking over and taking her girlfriends hand. "I'm in shock to." She started off drawing everyone's attention to her. "But if I sit here and try to figure out what's going on around me then people are going to continue to die." She took another deep breath called for her weapon. "That's what being a huntsman is all about. Being a hero at the end of the day. Leaving everything else for when the battle is over."

Winter nodded as her weapons locker landed. The two teachers looked at each other before heading off towards the hole in the side of the building. Winter turned and gave everyone a salute as they jumped. A white nevermore flew back up, flying off towards the city.

The rest of the group called for their weapons. The girls ripped and tied their dresses getting ready for the fight and kicked off their shoes.

Ruby grabbed her weapon and turned to Weiss. "I need to get to the roof and help Ozpin. I think myself and Yang are the only ones here actually capable of killing that thing. He may be strong but I don't think he's that strong."

Weiss smirked. "So you don't think I'm able to kill it without a problem. You haven't seen me in full action." She joked.

Ruby smiled kissing her. "I do but I know that ice would be a lot less harmful in the city."

"Be safe dolt." Weiss said hugging her.

"See you later." Ruby said walking over to the hole.

"Be careful Yang." Blake hugged her mate tightly.

"I'll try my best." Yang said stripping and handing her clothes and weapons. She kissed her before jumping away and transforming into a dragon.

Weiss made a glyph on her back and Ruby jumped on. Yang roared before flying off into a group of Nevermores.

"Everyone ready?" Weiss asked the remaining group.

"I've got to go." Neptune said catching Qrow's attention. Qrow blinked before understanding dawned on him. "You've got to take him. He can't fight in this state, but I can." Neptune said starting to get. James whimpered clutching onto the pieces of Penny that he was still holding. "He can't stay here by himself and I can't stay with him. You're probably the only one that can be here for him."

"What?" Qrow growled. "Like hell I am! I can fight!"

Neptune sighed and stood up getting his weapon. He placed a hand on Qrow's shoulder and looked down at the pieces of his bondant on the floor surrounding them. "Sometimes it's not about the fight. Sometimes it's about just being there for more than a sword and more for being a shield."

Qrow looked down at James and all the fight he had in him left him. Without another word he kneeled next to James. "How about we move your daughter's body to some place safer." He asked James.

James nodded and started gathering what he could. Qrow had never seen the man have a mental break down before. He helped him gather up what he could but kept dropping pieces. "Dammit."

All the metal pieces floated up in the air. "I'll help and it'll be faster." Pyrrha said coming to stand next to him.

"Thank you." James mumbled getting to his feet with the help Qrow.

She nodded. "Let's go."

"Pyrrha!" Jaune shouted running up to her.

"I'll catch you out on the battlefield." She said cupping his cheek. She took off running towards the exist.

Qrow grabbed James's hand prepared not to let go until they reached safety. They followed closely behind her.

Jaune could only stare after her. He had never seen her eyes so lifeless before.

"Jaune." Nora said softly. She grabbed his arm turning him around to face her. "She will be fine though; we have to get going. We need to get to the city and help out." He nodded as Ren handed him his weapons.

Weiss made glyphs that went down to the ground.

"Stay safe everyone!" Coco yelled as her team jumped out the building followed by Weiss and Blake.

Sun and Neptune fist bumped as their team went next. Jaune and his team were the last go and head off to the fight.


A bigger dragon left out the portal. Ozpin cursed his luck when he got to the top of the tower. He wasn't going to be able to take out them both. He was going to close that portal though. He saw a dragon heading his way. It attracted the attention of both dragons.

"Shit." Ruby hissed. "Yang another dragon Grimm has come through the portal. When need to figure out how to close it. Take me to Ozpin."

Yang threw a fireball to clear their path as she raced to the top of the tower. Ruby shot down some of the Nevermore as they went. They landed next to Ozpin and kept firing.

"So, plan?" Ruby asked.

"I need to get close enough to close the portal." Ozpin said. "And one of the dragons. Ruby you stay here and get the smaller one's attention." Yang flew by and he jumped on her back. "Just get me close enough to the portal." He recognized Salem's magic anywhere.

He put as much magic as he could into the shot he shot into the portal. It exploded and the portal collapsed. Ozpin huffed trying to stay on his feet. "Yang!" He yelled as she dodged Nevermore that tried to attack them. "Fly above the largest dragon!"

Ruby was riding the back of a Nevermore with the smaller dragon Grimm following her close behind. That made Ozpin laugh. He wouldn't expect anything less knowing who her parents. Yang growled when they were flying over the Dragon.

Ozpin was barely keeping consciousness. He wobbled on his feet. "Yang hurry back to your sister." He said as he fell off her back.

Yang snarled looking below her as Ozpin fell.

He glowed green as he fell no the Dragon under him. "This is one the bigger ones that you keep close to your castle. Isn't it love?"

The dragon roared when Ozpin landed on it's back. It tried to shake him off drawing the attention of the Grimm around it.

"Shut up." He said stabbing his hand into it's back.

"Yang!" Ruby yelled as the Nevermore she was riding finally died. She fell shooting trying to slow her fall by shooting. She yelped when Yang collected her on her back. "Where's Ozpin?!"

There was a bright green flash followed by a explosion.

"No." Ruby whispered.


"Ozpin!" Glynda yelled covering her eyes from the flash of light.

"Lynda!" Winter yelled shielding her from an oncoming attack. "What's wrong with Ozpin?" Winter asked standing beside her.

"He's gone." Glynda whispered looking at the fading light.

Winter gasped looking up at the sky. Now there was only one Dragon and no portal. She grabbed Glynda's hand and squeezed it and killed the Grimm heading for them. "He gave his life to help us, so let's not lose this battle. You can let go of my hand whenever you're ready but I'm here for you."


"Oz." James whispered looking back at the flash.

"James we've got to keep moving!" Qrow yelled tugging on his hand. He was busy shooting at the Grimm around them.

"Oz is gone." James said looking back at him. He had fresh tears in his eyes.

"You mean that second flash of light?" Qrow asked looking up at the sky. "Dammit!" He yelled pulling James along to the shelter.


"Yang turn around and head straight towards the last Dragon."

Her tears flew off her face as their speed increased. Her sister knew exactly what she was planning on doing without having to say anything. Ruby shot wildly into the Nevermore that rushed at them. Her war cry and Yang's roar merged together as Yang collided into the smaller dragon. Yang bit into its neck and hurled it to the ground.

She spun a ring of fire to stop the Nevermore from charging in as Ruby jumped off her back. Ruby growled as her tears clouded her vision, but she pushed through it. She had lost enough friends today and she wasn't going to lose even more due to this dragon.

She screamed as her eyes glowed white. The dragon turned to stone. She shot her weapon to speed up even more before using her semblance. She pierced through the statue. She jumped off the broken pieces turning around to turn the Nevermores in the sky to stone. Her eyes faded back to their normal color and so did her consciousness. She passed out spiraling to the ground.

Yang caught her sister in her mouth as she moved through the falling Grimm. She landed back on the tower. She shifted back after placing her sister down.

"Ruby?" Yang asked checking over her. She checked her pulse and sighed in relief. "You did it little sister. Though I'm afraid that you're going to have to sit this next part out. I need to go help our friends." Yang shifted back and flew off towards the city.


Once in the shelter Pyrrha easily found Neo and Roman close to one of the entrances. They both gasped when they saw Penny's remains.

Pyrrha looked away from them as she placed their friend's dismembered body on the floor. She was surprised when she found herself wrapped up in a hug.

"Be safe out there. We'll help guard the shelter and keep an eye on these to." Roman said letting her go. Neo squeezed her one last time before letting her go.

Pyrrha didn't turn back around as she ran out of the shelter. She was going to have to find a way to the city.

Qrow looked around the shelter worriedly. He felt James let go of his hand.

"You can go now. You got me here safely so you can go." James said sitting next to Penny's pile. He sighed putting his head in his hands. His daughter and one of his bondants were gone.

Qrow frowned. "I'm not leaving you James." James didn't look back up though.

Qrow got down to his level. He grabbed his face and made him look at him. "Look at me James. I'm not leaving your side. You've always been there for me. Besides you're in no state to be by yourself." He said wiping his tears away.

"Thank you." James said leaning into his touch.


Amber gasped as she woke up. Her bondant was tugged at her aura. Her head hurt as everything came rushing back to her. She tried to stand but she staggered before falling. So instead she sat on the floor and tried to guess where she was.

After a minute she realized she was in Cinders room. She tried standing again and was successful this time. She used the desk chair to lean on. That's when she noticed a note taped to a computer screen. When she grabbed it the computer came on. She pulled the chair out and sat down.

The note read. Watch the video and then press send. Thank you. -Cinder.

Amber felt tears well up in her eyes. She had no idea where Cinder had been taken. Nor did she know how to get her back. She sat back and pressed play. For now, it was all she could do.

"Ok, um where to start. If Amber is up and walking around like I think she is then she can tell you everything. If not, then I've written everything down in the book on my bed. Along with all my passwords and some more details on HER. Hopefully what I did worked or else everything I've done is going to be for nothing." She stopped biting her lip and staring off into space.

"Amber I'm sorry so so sorry but I had to make this right. I had to fix this. I love you and your life along with Mercury's and Emerald is way more important than mine. I hope that you like them. I mean I love them with all my heart and soul. So, I can only hope that you spend time with them and get to know them. I really hope that the three of you can come together so you won't be alone.

Amber I know you're mad at me but I can't take this back nor will I ever want to. I took most of your life from you. This is how I give it back. And I mean I haven't really been living my life anyway." She gives a wet life and wipes her eyes.

"If you were here I know what you would say. 'Cinder honey, mistakes however or why they are made are in the past. You can't turn back time or undo a mistake so let it go. If you don't, how do you expect to be able to move forward and not make the same mistake twice.' " She mimicked and then laughed shaking her head. There was the biggest smile on her face.

"I love you with every part of my being; Amber sweetheart so I want you to keep living. Remember I'll be watching you, so keep that smile that I love so much on your face." She took a minute and breathed into her hands before sitting up and looking into the camera again.

"My wonderful amazing adorable teammates. I'm so sorry loves. I bet the two of you are wondering how could I do this after letting you in. This must feel like the biggest slap to the face ever." She said sadly.

"I'm asking you and let me make myself clear you don't have to but like I said I'm asking, for you to not see it that way. I grew to love the both of you. When I was younger, I was sure that there wouldn't be any room in my heart for anyone but Amber. But then I was gifted with the two of you. I made it my mission in life to put you two angels back together again after life broke you. I hated her just a tad bit lesser after that.

I know you may be thinking I didn't show it but remember my actions always did. I wanted you two to want for nothing. Mercury, I wanted you to walk again so I put all my money into buying your legs and then your surgery. That's why I was away most of the time after that I needed to save up more money for the two of you. I would be ok with what I had. I never wanted you two to get caught up in this or anything remotely related to her so I kept my distance and my secrets." She smiled then as her tears returned.

"There were times where I took a moment and thought about having a future with the two of you. Well three of you. I did want to grow old with you in a nice sized house. I would have loved to see Emerald carry our children. Or Mercury being the cutest father alive. Then Amber and I being the best mothers we could be. See my loves, I wanted the same thing you guys did but I just couldn't have it. And I'm so sorry that I couldn't do any of this without letting you both know how I feel." Cinder sniffed whipping her eyes.

"Hey Pyrrha. I guess you can see why I didn't want a bondant now. I didn't want you to feel the lose if it worked out like I hoped it did. When you went to see Ozpin that day. I planted a small video body cam on you. Then with my arms full of my broken bondant I knew that I had to do this more than ever. There wasn't any other way really. And the dance was the perfect distraction for everyone. I love you Pyrrha not only because you are my other half but because I got to know you as a person. I don't regret being you like I thought I would." She was crying again but there was a smile on her face. "You should go back home and show your family that there is more to the perfect doll than they were trying to build."

Cinder bit get lip now that she was over the hardest videos. She could move on to the friends or rather to the family that she had made. "This last part is to all of you wonderful people that I have come to love as my family. I was so happy that we all became as close as we did. Winter you especially. I'm sorry about this you guys. Hurting you guys was never a part of the intentional plan. But if I would have let any of you in on it then I'm sure that you would have tried to stop me. I hope one day that all of you can forgive me. I also hope that you let Amber in as easily as you let me. I love you all and hope that all of you turn out to be amazing hunters. I want you guys to know that each and every one of you made my life better than I thought possible goodbye."

She was quiet for a moment while trying to stop crying. Then she smiled and waved before cutting the video off.

Amber pressed send.