AN: A lot of you managed to figure out what Ozpin was trying to tell Pyrrha. To those of you that didn't, stay tuned.

Onwards!

Chapter 75

"Stop!" Aqua shouted, freezing time for the Large Body Heartless in front of her, allowing her to get behind it and slash at its back repeatedly. Once time resumed, the Heartless instantly died. "We don't have time for this!" she shouted.

"Aqua, go!" Qrow shouted. "We'll hold them off here! You go after that giant Grimm!"

"Are you sure?" She asked.

"We got this!" Jecht said, slamming his fist into a Soldier.

"Listen to the lunatic," her husband said. "Go. Just don't do anything I wouldn't do."

"There's something you wouldn't do?" Aqua asked with a smile, before her face became more somber. "I love you."

"I love you, too. Now go kick some ass!"

Aqua nodded, activating her Semblance.

"Peter Pan!" she shouted, and a small boy in tights appeared, lifted her up by the armpits, and flew off towards the school with her.


Jaune and Pyrrha ran out of the tower, faintly hearing the results of the Headmaster's battle with Cinder.

"Okay, I think I have Glynda's number," Jaune said, pulling his scroll out of his pocket. "Oh, where is it?" Pyrrha stared silently stared up at the tower. Professor Ozpin was so adamant that Amber's powers needed to be transferred before Cinder got her hands on them, but once she was in the pod, he had hesitated. Why? What had he been trying to tell her?

"Pyrrha?" Jaune asked. "What was all that?" She turned around to look at him, a guilt-ridden expression on her face.

"I…"

Before she could even attempt to explain it, they heard an explosion come from the tower, and Cinder rocketed herself up to the top with flames fired from her hands and feet.

"But… Ozpin…" Jaune said in shock. Pyrrha shook her head.

"There's no time," she said. "Go. Get to Vale and call for help."

"Huh?" Jaune asked. "What are you gonna do?" Pyrrha didn't answer, instead looking back up at the tower. "No… no, Pyrrha, you can't. You saw how powerful she is! Pyrrha, I won't let you do-"

She interrupted him by grabbing his face and pulling him into a kiss. A long one. After a few seconds, she pulled back, holding his face affectionately.

"I love you," she said. "And I'm sorry." She reached out with her Semblance, grabbing hold of his armor and pushing him into a nearby rocket locker, the door slamming shut.

"Hey! Wait!" Jaune yelled from inside the locker. "Stop, stop! Pyrrha, please don't do this!" Pyrrha silently punched coordinates into the locker, refusing to meet his eyes. Jaune's pleas were carried off into the air along with the locker. She wiped a tear from her eye before stepping back into the tower.

She used her Semblance to force the doors open to an elevator before stepping inside the box. She reached out with her Semblance again, gripping the elevator and forcing it to rise. She focused harder, and the box began its ascent to the top of the tower.


Weiss looked down sadly at her teammates. Yang was currently unconscious, bandages wrapped around the stump that used to be her right arm. Blake was lying on the ground next to her, bandages wrapped around her stomach and tears streaming down her face. She was apologizing profusely, for reasons Weiss didn't understand.

"Big Sis Yang…" Marlene said, holding on to Yang's remaining hand. Barret was standing over them, looking at the blonde with pity and understanding.

"Damn it, kid," he said. "I should have gone with you."

"That's it!" Professor Port yelled out. "Everybody on board! This is a mandatory evacuation!"

"A safe zone has been established in Vale!" Doctor Oobleck yelled. "Please, remain calm and listen to Atlas personnel!"

"Guys, we gotta go," Sun said, walking up to the group.

"But Jaune and Pyrrha are still missing," Nora said, trying to stand up before falling back down, gripping her side in pain.

"Look, guys, that giant Grimm is circling the school!" Sun argued. "Even the White Fang are pulling out! We all have to go, now!"

"We're not… leaving!" Ren said, trying to stand up, but also being too injured. Weiss's scroll suddenly rang.

"It's Jaune!" she said, picking up the call and grabbing his teammates' attention. "Where are you?"

"Weiss!" he yelled, panic evident in his voice. "Please, you have to stop her!"

"Who?" Weiss asked.

"Pyrrha! She's going after that woman at the top of the tower! She doesn't stand a chance!"

"Jaune, what are talking about?!" Weiss asked. "Where are you?"

"Don't worry about me! Please, you have to save Pyrrha." Weiss looked up, in time to see Professor Branwen being carried through the air by what appeared to be a small boy. She was headed for the tower.

"Professor Branwen is headed there now," Weiss said. "Pyrrha will be just fine. Now where are you?"


The second the elevator door opened, Pyrrha threw her spear straight forward aiming for Cinder's head while her back was turned. The woman had been looking at the Grimm dragon, which had perched itself on the side of the tower. Unfortunately for Pyrrha, Cinder saw her coming, and leaned her head to the side to dodge it. Pyrrha propelled herself out of the elevator, her shield held in front of her like a battering ram. Cinder blocked the attack with her bare hands, pushing Pyrrha away. As Pyrrha flipped backwards, she used her Semblance to call her spear back to her hand, staring down the red-dressed woman.

"Pyrrha," Cinder said. "This doesn't concern you. Go home."

"Was Penny your doing?!" Pyrrha demanded. "You made me kill an innocent girl! This very much concerns me!"

"I didn't want to do that to her, but it was necessary to create enough negativity to attract the Grimm."

"You call this necessary?!" Pyrrha yelled. "People are dying! Why?! So you can get your hands on some magic?!"

"Ozpin didn't tell you the full story," Cinder said. "There's more going on than you realize. Now, I don't want to hurt you, so I'm going to say it again: Go home."

"You've already hurt too many people," Pyrrha said. "I'm a Huntress. It's my duty to stop you." Cinder stared her down for a few seconds, before putting her hand to her head with a grunt of pain.

"…Fine," Cinder said, her eyes erupting into flames. She used her newly-stolen magic to start hovering in the air, swiping her hand through the air to launch a wave of fire at Pyrrha. Pyrrha used her shield to block it, and dove over a stream of fire. She dove away from a second one, and blocked a third one, pushing herself forwards through the fires.

She slashed at Cinder's arm, but the Maiden caught it and pulled, spinning Pyrrha around and blasting her in the chest with fire.

Pyrrha was sent flying backwards, slamming into a wall, and landed on her hands and knees.

"Pyrrha, please stop," Cinder said. Pyrrha didn't answer, instead getting up and facing her with a look of determination. Cinder growled in frustration, launching herself forward with her flames. She tried to slam her body into Pyrrha, but the red-haired girl jumped over her, grabbing Cinder's arm. Pyrrha pressed herself off the wall behind her, flipping herself over Cinder and throwing her across the room.

Cinder was able to recover and flip herself back onto her feet, but Pyrrha slammed her shield into the Maiden's stomach and knock her over, before slashing at her several times with her spear.

Pyrrha tried to attack her again, but Cinder kicked her and flipped backwards. Pyrrha was knocked into the air, but she quickly recovered, throwing her spear and pulling the trigger at the same time to increase its velocity. Cinder backhanded the spear away, and then swatted away Pyrrha's thrown shield.

Pyrrha quickly descended, tackling her to the ground. While Cinder was distracted from the dust that had been kicked up, Pyrrha used her Semblance to call her spear back to her hands, quickly using it to put Cinder in a chokehold. Cinder managed to grab hold of the blade, barely keeping it from pressing into her neck. Pyrrha could see Cinder's hands begin to glow, and she could see her weapon begin to warp in her touch as the Fall Maiden began to superheat the metal.

A loud screech from above drew Pyrrha's attention, and she saw that the dragon had begun flying around the tower. Pyrrha felt the tension in her weapon give as Cinder closed her hands, shattering the blade into several pieces. Cinder elbowed her in the stomach, sending her flying across the room as the dragon's wing destroyed the top of the tower, opening up Ozpin's office to the air.

"Your weapon is gone," Cinder said, floating in the air. "Enough of this, Pyrrha. You can't win." Pyrrha noticed her shield lying nearby. She used her Semblance to throw what was left of Ozpin's desk at Cinder, knocking her to the floor. Pyrrha dove for her shield as Cinder threw the desk into the air and started floating again. Pyrrha dove out of the way of two streams of fire, and tried blocking a third.

But the force was too much, knocking her backwards. The fire ball set part of the floor alight when it landed, and Pyrrha used the cover of the flames to throw her shield again, Cinder easily deflecting it.

But that wasn't Pyrrha's real attack. Using her Semblance, she ripped the giant cogs out of the floor, holding them in midair above the false Maiden. She sent her shield to sweep Cinder's legs, and pinned her to the floor with one of the cogs before dropping all of them on top of the black-haired woman. She called her shield back to her arm, hoping that it had been enough.

And then Cinder blasted all the cogs away, sending one flying towards Pyrrha. She tried to raise her shield, but the cog slamming into her still knocked her back into what was left of a wall, the last vestiges of her Aura fizzling out.

Cinder slowly approached her, and Pyrrha, in one last desperate move, threw her shield at her again. Cinder ducked underneath it, charging towards the red-haired girl. Pyrrha tried to throw a punch, but Cinder easily caught it, pressing her hand up against the fragment of the wall behind her. She used her Semblance to create a thick ring of glass, slamming it into Pyrrha's wrist. When Cinder removed her hand, the glass ring had turned into an impromptu shackle, trapping Pyrrha's wrist against the wall. Cinder quickly repeated the process with Pyrrha's other wrist, shackling her to the wall before backing away. Pyrrha tried to pull her wrists away from the wall, but it was quickly apparent that it was useless. She slumped down, finally admitting that she was defeated.

"Please," Cinder said. "Stay down this time. I don't want to hurt you, but if you insist on fighting back, I won't be able to stop myself."

"Why?" Pyrrha asked, looking up at her. "Why are you doing this?"

"I don't have a choice."

"There's always a choice!" Pyrrha responded.

"Not for me," Cinder said. "And not for you. You weren't given the full picture by Ozpin, and because of that, you almost threw away your soul and your baby for a hopeless cause." Pyrrha's eyes widened.

"B-Baby?" she asked, looking down at her stomach.

"…You mean you didn't know?" Cinder asked. "I saw it when I was downstairs fighting Ozpin. The terminal on the pod was still displaying your last recorded vitals. You're pregnant."

"I-I'm pregnant?" Pyrrha asked. How? Her eyes widened.

The night before the finals. She and Jaune had…

It only now dawned on her that in the heat of the moment, they had completely forgotten to use protection.

"I'm pregnant…" she said in total shock. She also realized how close she was to making a monumental mistake. She was pregnant, and she had almost thrown it all away. And then she went off to fight an opponent she couldn't defeat, who could have killed her or her baby if it weren't for the fact that Cinder had already known about it.

"Are you going to keep fighting me?" Cinder asked. Pyrrha slumped further.

"…No."

"Thank you," Cinder said, turning around and walking towards the Grimm dragon, which was staring intently at Pyrrha. "Now sit down and watch what happens next. You're about to learn just how much Ozpin kept from you."

"Pyrrha!" a voice called out, and the two of them looked up and saw Professor Branwen being carried through the air by one of her summons. She dismissed it, landing in the center of what was left of Professor Ozpin's office, and summoned her weapon. She stood between Pyrrha and Cinder, staring down the latter. "Cinder," the Professor said, her voice almost a growl.

"Aqua…" Cinder said, and Pyrrha could swear her voice sounded almost melancholic.

"It was you the whole time," Professor Branwen said. "You were the one who attacked Amber, weren't you?"

"You knew about that?"

"Ozpin told me. How much of this was part of your plan? Did Penny have to die? Did Mercury have to humiliate Yang?!"

"What happened to Yang wasn't my idea!" Cinder said. "I wanted Mercury to fight Sun! But he decided to act on his own. Everything else was me, but I promise you, that wasn't one of them."

"And why should I believe you?" the professor asked, pointing her weapon at the black-haired woman.

"Because I didn't want Ruby or Yang to get hurt!" Cinder insisted.

"Then why did you do all this?!" the professor demanded. "Did you think killing Penny and attacking the school wasn't going to hurt them?!"

"I didn't have a choice!" Cinder yelled. "I can't disobey her!"

"Her?" the professor asked. Cinder suddenly clutched her head in pain, before screaming, creating twin scimitars, and charging at Professor Branwen.


Ruby used her Keyblade's sniper form, shooting missiles fired from the mechanical dragon out of the sky.

Riding a flying elephant was honestly a lot easier than it seemed.

…She couldn't believe that was an actual sentence she had created in her head.

Neo was sitting behind her, not able to do much due to lacking a ranged weapon. The multi-colored girl put her hand on Ruby's shoulder, pointing at the dragon that was once Roman. Ruby looked at her in confusion, but Neo just pointed more forcefully.

"Do you want us to charge at it?" Neo nodded. "Okay," she said, looking down to the elephant they were riding. It seemed to understand what they wanted, as it flew straight towards the Heartless. The dragon turned to face them, firing laser beams from its eyes.

But they shattered like glass, both girls and elephant, thanks to Neo using her Semblance on all of them. They reappeared above it, and Neo dove off, trying to land on the dragon's back. A few beetle-shaped Heartless spawned in the air around her, and she used the blade from her umbrella to kill some of them in midair, with Ruby sniping the ones she missed.

Neo landed on the Heartless's back, swiping at the missile launchers strapped to the side. She managed to dislodge one of them, sending it tumbling to the ground, but then the dragon bucked wildly, throwing her off its back. Ruby had the elephant divebomb to catch her, pulling up to confront the beast again. It fired missiles from the remaining launcher on the other side of its body, but the elephant shot a stream of water from its trunk, intercepting the missiles.

Ruby pointed her Keyblade at the remaining missile launcher.

"Blizzara!" she shouted, firing a large block of ice at the Heartless that froze the missile launcher solid. "Thundara!" she shouted, and a bolt of lightning struck the frozen launcher, shattering it. The Heartless dragon roared, and fired lasers from its eyes again, the elephant diving to avoid them. Ruby quickly had the elephant fly straight up, jumping off once she was above the Heartless. She dove towards the creature, readying her Keyblade for a strike. She swung as hard as she could at the dragon's metal scales…

…And her Keyblade bounced right off of it. She locked on to the creature's wing and used her Semblance to zoom back up to the creature and land on its back. She took a look at the scales covering it, noticing incredibly small seams in between them. They were way too small for her Keyblade, but Neo's blade might have been thin enough to get between them.

Except that would take way too long. She looked at the Heartless's head, noticing that its faceplate was one solid piece.

That could work.

In the meantime, she hoped that rose petals were thin enough to get between the scales, and dove off the dragon's back, pointing her Keyblade at it as she fell.

"Petalra!" she shouted, launching a large stream of rose petals at the creature.

Judging by its screech, she figured the petals had managed to weave between the scales and hurt it.

Neo and the elephant swooped in from underneath her, catching her in midair. She looked over at her diminutive ally (for now at least).

"Do you think you can use your umbrella like a crowbar?" she asked. Neo tilted her head in confusion. "I think our best bet to deal some damage is to pull its faceplate off. I think the blade in your umbrella might be thin enough to get underneath it." Neo nodded, and Ruby flew the elephant closer to the Heartless, dodging the lasers from the creature's eyes again. Both girls jumped off this time, landing on the dragon's back. More beetle-shaped Heartless spawned around them, but the elephant blasted them with water, killing them. Neo extended the blade at the tip of her umbrella, and plunged it underneath the armor at the base of the dragon's neck. She put all of her weight into it, but it evidently wasn't much, as she was only able to make the armor lift up slightly. Ruby wedged her Keyblade into the little bit of space Neo was able to create.

"Fira!" she shouted, creating a small explosion directly underneath the faceplate, blowing up a portion of it and making the Heartless roar in what she could only assume was pain. With that roar, though, came a sudden gust of wind that threw them both off its back. Ruby used her Semblance to grab hold of Neo, and the Elephant caught both of them in its trunk, depositing the girls on its back.

"Let's go!" she shouted, flying straight towards the creature. It swung its wing at the as they approached. "Duck!" she shouted, and Neo ducked underneath the wing as the elephant dipped down.

Ruby, however, jumped over the wing, transforming Crescent Rose into is scythe form. She flipped, let out a battle cry, and brought the blade down into the exposed black flesh on the back of the dragon's head.

With one final roar, the dragon started glowing, and a pink light flew away from it as the Heartless faded from existence.

Ruby landed on the back of the elephant, looking back at Neo, who had shed a single tear.

"His Heart's free now," Ruby said. "You helped him." Neo wiped away the tear, giving Ruby a grateful smile. "I'm going to head back to Beacon. That giant Grimm is still there. What do you say? Wanna take down one more monster with me?"

Neo nodded.


Aqua quickly raised her Keyblade to block the strike from Cinder's twin swords. Cinder used a burst of fire from her feet to launch herself over Aqua's head, and Aqua rolled away to avoid the sword swing. Cinder started levitating and fired a stream of fire at her. Aqua spun her Keyblade in front of her, absorbing the flames into her blade. While her weapon was still coated in fire, she hurled it at Cinder, who blocked it with her swords. Aqua called her weapon back to her hand and pointed it at her.

"Freeze!" she shouted, launching a Blizzaga spell at the Fall Maiden. The impact knocked Cinder to the floor, and Aqua quickly charged at her, only for the wing of the Grimm dragon to blast through the floor, stopping her in her tracks. Cinder recovered, and pointed her hand at Aqua, making the ground beneath the Keyblade Master's feet explode.

The blast knocked Aqua back, sending her off the side of the tower.

"Professor!" Pyrrha called out, still shackled to the piece of wall. Aqua called upon her Semblance.

"Peter Pan!" she shouted, and the boy appeared again to catch her, flying back up to the tower. She dismissed Peter Pan, attempting to bring her Keyblade down on Cinder, but noticed the dragon swinging its wing at the still-trapped Pyrrha. She turned in mid-air, throwing her Keyblade at the wing to interrupt the attack, but was hit in the chest by a blast of fire from Cinder, knocking her to the ground. The Grimm dragon roared, and started slamming its wings into the tower, knocking chunks away from the building. Looking down, she could see deep cracks forming in the floor.

"Pyrrha!" Aqua shouted, creating a magical barrier around the redhead before the floor gave way beneath them. They fell through the floor, Pyrrha protected in her barrier, and Aqua in a freefall. The dragon's wing smashed through the wall and hit her, sending her flying backwards into the wall behind her.

She felt her Aura fizzle out from the impact, sending her tumbling to the ground as the tower crumbled around her. She saw Pyrrha, still in her barrier, a short distance away. They were both still falling, so Aqua pointed her Keyblade at Pyrrha, and used it to move the barrier she was in to get her out of the way of the collapsing tower.

Aqua hit the ground hard, grunting from the impact. She could see Pyrrha land several feet away, and tried to push herself off the ground.

Then a glass arrow embedded itself in her shoulder. Her arm buckled under her weight, and she fell back down to the ground, her Keyblade tumbling from her hand. She reached out for it, and then she felt immense pain as something large and heavy landed on her.

She screamed.

The last thing she saw before losing consciousness was Cinder slowly descending and walking towards her.


Ruby jumped off the elephant's back, summoning her Keyblade as she fell on Cinder. The black-haired woman conjured swords to block the attack, and Ruby backflipped away from her, glaring at her.

A speck of blue caught her eye. She looked down on the ground behind Cinder, and half-buried under rubble and unconscious was…

"Mom?" Ruby asked, tears in her eyes.

"Ruby, I…" Cinder said.

"How could you?" Ruby asked, a burning pain beginning to form in her eyes. "HOW COULD YOU?!"

There was a sudden flash of intense, white light.

And that was the last thing she remembered.

AN: Okay, so I decided that I was going to end the chapter here because the immediate aftermath of the Fall is going to be a little more involved than it was in canon, so I'm going to dedicate an entire chapter to that.

I actually had completely forgotten until I started writing this chapter that Aqua knows Peter Pan.

In regards to what happened in this chapter, I've been writing Aqua as a person whose need to help others frequently borders on self-sacrificing. Really the only times she's been injured has been when she needed to protect someone else, like in chapter 1 when she was slashed across the back by a Beowolf because she had to disengage to stop one from attacking Yang. If it was just her and Cinder by themselves, Aqua would absolutely mop the floor with her, but there was also the Wyvern to worry about, plus she had to protect Pyrrha. The self-sacrificing tendencies aren't just in battle either, as the artificial Kingdom Hearts storyline showed.

And yes, for the people who guessed it, Pyrrha is having a baby. I was originally planning on holding off on that reveal, but I needed a reason for Cinder to not hurt her, since let's be honest, if she took an arrow to the ankle like in canon, the trauma of that injury would most likely result in her losing the baby. And I've been writing Cinder as someone who is fundamentally a better person than in canon, so she wouldn't want to do that to Pyrrha if she knew she was pregnant.

So, next time we have the aftermath of the Fall of Beacon.

As always, thank you very much for reading, and I'll see you all next time!