Slightly AU version of the V8 finale where Penny saves Winter from a crumbling Atlas after her duel with Ironwood, based on an idea from lightsaroundyourvanity on tumblr. Content warning for discussion of canonical character death. Enjoy!

General Ironwood is dead.

His body lies prone in front of her, sprawled uncharacteristically on the floor. She doesn't have to check for signs of life—she knows her own strength, what she's capable of. She'd known exactly what she was doing when sh had landed the final blow. It was him or you, she reminds herself. There's no doubt in her mind that he wouldn't have let her leave her alive, not after she'd betrayed him.

When it had come down to choosing between him and Atlas, she'd chosen Atlas. And now that he's dead at her hands, she has no idea how to feel about it.

In many ways, General Ironwood had been her savior, her benefactor, her mentor, giving her a route to take that got her away from her father and into another, better life. He'd believed in her from the start, giving her power and privilege as she rose through the ranks at his side. She owed him a great deal.

He'd also done terrible things, many of which she had assisted him with, or at least been complacent with. It's a hard truth to swallow, but one that she won't let herself shy away from. In many ways, she's just as guilty as he is.

And now he's gone, and it feels like her life is crumbling around her.

In a way, it actually is, as their fight had gone on long enough for the effects of the plan to start to show around them. Without the influence of the Staff of Creation, the city in the clouds is starting to fall apart. Winter needs to get out of here.

But she's not sure she'll be able to make it in time. Fighting for her life has left her drained, her aura depleted, and the nearest one of the doorways that she'd seen earlier is still a ways from here, and to make the journey more difficult, the cracks in the floor beneath her are growing larger by the second.

Still, she has to try, for Weiss' sake, at least. And she's not particularly interested in dying here anyway. Not before she gets a chance to try to make things right. So, she heads in the direction where she saw the door, stepping over and around the expanding gaps in the ground, trying her best to stick to the areas where things look more stable. She doesn't have to look down to know that there's a very long drop below her feet.

In the end, it doesn't matter. She barely makes it halfway across the room before the floor gives way entirely beneath her feet, sending her tumbling into the vast expanse below. There's no time to think, to do anything or notice anything besides the air rushing around her and the seemingly endless fall.

It seems like a fitting end for her, in a twisted way. A fall from grace, following both the General and Atlas.

And then suddenly, she's not falling anymore.

Startled, she opens her eyes—when had she closed them?—to look up and see—"Penny?"

"Winter!" Sure enough, Penny is indeed there, somehow, her arms cradling Winter in a bridal-style hold. "I'm glad I made in time!"

"What are you doing here?" Winter asks incredulously. Because there's no way, according to the plan that they were supposed to be following, that Penny should be here with her in Atlas. "You were supposed to go ahead to Vacuo, to be safe!"

"I got worried when I saw that you hadn't evacuated with everyone else, so I came back to check to see what was going on," Penny replies. "And I'm glad I did. I wasn't about to let you get left behind, Winter. You're my friend."

Winter has to swallow hard around the sudden lump in her throat. "You're the Winter Maiden, Penny. You shouldn't be risking yourself for my sake. I'm not worth it."

Penny lifts her chin stubbornly. "I disagree," she says firmly. "And I don't care what I am, I refuse to leave my friends behind."

"You really are something else." Winter can't help the slight smile that comes to her lips. Privately, she's starting to think that Penny is much better at being a person than she herself is. "Thank you, Penny."

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