Author's Note: I took a lot more creative liberties with this than initially planned, mostly small stuff but its world building and such that I like. Hope you all enjoy and be sure to review and let me know what you think.

The flight to Atlas took the better part of a day. Even leaving early before the sun rose had them arriving just as night began to fall over the frozen kingdom. That being said, Pyrrha couldn't help but be in awe at its beauty. She'd obviously heard of Atlas' floating city, a land genuinely safe from the Grimm, and she had seen it portrayed in movies and online, but she had never seen it with her own eyes. Nothing truly did it justice.

Pyrrha pulled her cloak closer to her body. Nothing had prepared her for the cold, either. She wasn't exactly unfamiliar with snow, as despite its typically warmer climate, much of Mistral was so far north that it too spent most of the year frozen, but this was a different kind of cold. Standing on the deck of the Atlesian battleship that the General had brought with him to Vale, there was little to protect her from the cold wind as she shivered. Despite that fact, she didn't want to go back below deck. Not only had she already spent the entire trip there, but she couldn't bring herself to look away from the city.

She finally did however, when she noticed the lights below it. Nested in the shadow of Atlas was an entire second city, the former capital of the kingdom from when it had been called Mantle. She couldn't see much of it, though the sun hadn't quite set yet the light from it was completely blocked out by a mix of the mountains in the distance and the floating city above them. It was older though, that much she knew. There weren't nearly as many lights as Atlas, though she did note that the wall which surrounded it was far better defended than Atlas proper.

It was strange for her to think just how many people lived in those two cities. Combined, they were nearly double the population of the city of Vale. Two of the largest cities in the world with one simply hanging above the other. It would have been concerning to imagine what could happen if she didn't know exactly how they managed it. She very much doubted that the Relic of Creation could suffer from technical faults.

"Enjoying the view?"

She jumped slightly, surprised to find that she wasn't alone on the deck. General Ironwood was a noticeable man, the fact she had failed to realize he was there was entirely her own failure.

"Sir-" Pyrrha started.

"I thought I told you to stop calling me that." The General smiled softly. "That doesn't change just because you're a Specialist now."

"Sorry." Pyrrha had to fight the urge to rub the back of her neck. To do so would open her cloak and let out the little bit of what heat she had managed to build up.

"There's no need to apologize." He stepped over to stand beside her, looking out over the deck and the cities they were approaching. "Even Winter still insists on formality more often than not, and I've been trying to correct her on that for years. I trust you won't be as stubborn?"

Pyrrha chuckled warmly. Winter was definitely strict, but a distant part of her couldn't help but wonder if that forced professionalism wasn't intentionally at his expense. Judging by the way she teased Qrow, it wasn't difficult to imagine, though it was hard to say for certain.

"Although, between the two of you, it's quite difficult to say which is the more stubborn." Ironwood said, snapping her mind back to the present. "I don't think I've met many people who would come as far as you have."

Pyrrha's smile fell slightly, but not entirely. It was a massive compliment, especially from one such as him, but it was also a reminder of everything she had been forced to give up to get where she was.

"I'm nothing special… James." It felt awkward for her to call him that, familiar in a way she wasn't certain they were. He didn't correct her however, and so she continued. "I'm sure Winter would have done the same in my shoes. Qrow too, so long as he managed to stay sober."

"I think you undersell yourself." He said. "Not just coming back, that much we could say was outside of your direct control, but you have rushed off time and time again to face off against opponents well beyond your capability with minimal hesitation. You have a drive that is inspiring to all those around you, whether you or they notice it at all. I see it because I was much the same when I was your age."

Pyrrha blushed in embarrassment, not entirely convinced by his words but not sure how to respond.

"You'll make an excellent leader one day." He looked away from her and back towards Atlas, his voice dipping to a genuine sound that was shockingly soft. "It truly is beautiful though, isn't it?"

She looked back out over the peninsula that Atlas and Mantle resided on. With the angle of the sun, the city seemed to practically glow. Pyrrha nodded before turning back towards James. "It is."

He smiled for her, his eyes glistening much as Atlas seemed to. "It seems we are ready to dock. When we do, meet me on the landing pad, I want you to meet someone before we depart."

"Do we have time for that?" Pyrrha asked.

"It will take some time for the fleet to assemble. Munitions have to be accounted for, personnel located and cleared, safety checks made." The General responded as if he were reading from a list. "In the meantime, Fria would like to speak with you."

"Fria?" Pyrrha's brow furrowed in confusion, she didn't recognize the name. Not from this life or her last.

"The Winter Maiden."

The General had left her outside a door deep within the lower levels of Atlas. She'd asked him to stay, but apparently Fria wanted to speak with her alone; a request he seemed insistent on fulfilling, though Pyrrha figured that may have been due to how busy he was. He'd given her an access card so she could get out without issue, but he hadn't actually told her the directions. She had tried to note the path they took but she felt no shame in admitting that she failed spectacularly.

The area he had taken her was so restricted that it didn't technically exist, at least according to the General. Half way through the human guards had been replaced by robots, not long after that even they had eventually disappeared and been replaced by security doors and automated turrets, but not a single camera.

Taking a deep breath Pyrrha pushed through the door, surprised by the fact that she wasn't standing in some kind of hospital room. She'd been told that the Winter Maiden had been quite powerful in her prime, but that that prime had long since passed. Old age had started to take its toll. Instead, this room seemed to lack any purpose. There were no beds, nor shelves, nor even boxes for storage. It was simply an empty room with doorways on each side. Standing before her in the center was an older woman with a soft, familiar smile.

"Pyrrha… it's good to finally meet you." Fria leaned heavily on a cane in her left hand, but as she spoke she held out her right to shake. "James speaks of you often."

Pyrrha stepped closer, taking the woman's hand. The moment they touched, she could feel the Maiden powers on the woman's finger tips; only then did she realize what she had failed to notice. When standing near Raven, Pyrrha had felt an intense itching within her own Magic, as if the Maiden powers were somehow inherently wrong, a feeling that she had thought was something all the Maiden's would cause. That didn't seem to be the case however, at least not entirely.

The Maiden powers were still incomplete, that much Pyrrha could tell and was certain of, but they were calmer. More controlled. The moment Fria let go of her hands the feeling was gone, and had it not been so intense she would have doubted that the woman before her was a Maiden at all.

"I hope the travel from Vale was not too hard on you." Fria pulled her hand back so that she could rest both on the cane at her side.

"It was fine, I'm used to it." Pyrrha admitted. She had gotten quite comfortable on Atlesian military vessels, though that fact alone was something she found surprising.

"James has always loved his toys." Fria chuckled softly. "I think it helps him to see the progress he's made. He can be quite indecisive at times, which he feels he has to make up for. His army helps remind him of that progress."

"The General?" Pyrrha asked. "He always seems like he's in control."

"He's not." Fria stated sadly, a look of concern flickering across her face for a brief moment before she continued. "He is burdened the same as the rest of us, but he feels he must bear it alone. That he must have all the answers. Even if those answers are not what is best."

Pyrrha stood there awkwardly, unsure of what, if anything, she should say in response. The moment passed however, as Fria waved her hand through the air.

"Forgive an old woman her ramblings." Fria's smile returned. "I haven't had many people to talk to these last few years and time is short. There is much I wish to show you." She gestured back towards a small doorway that opened to reveal an elevator.

"The General said as much."

"Call him James." Fria corrected. "He much prefers it. It helps him feel human."

"R-right." Pyrrha nodded.

"This way." Fria continued to smile as she slowly moved towards the elevator. "We don't want to keep them waiting."

Pyrrha followed closely behind. "Keep who waiting?"

"Patience, young Maiden." Fria said softly as she pressed a series of buttons on the elevator that caused a small panel to open. After another code was put in, the doors closed and the elevator began to move. "I'm sure Ozpin has already told you the importance of control when using the Maiden powers. I'm sure Magic is the same."

Pyrrha fought back a sigh and nodded. She knew that, but she had learned to ask questions, even if the answer was only a few minutes away. She blamed Coco and Yang for that impatience.

"You'll need to set a good example for the next Winter Maiden." Fria said and Pyrrha's surprise must have been evident on her face because she chuckled softly. "I have asked James to have you train her."

"I-I don't know if I'm the best choice for that." Pyrrha replied. "I still have a lot to learn."

"Perhaps." Fria nodded. "But I won't be able to teach her. With Summer missing, and Raven Branwen of all people the Spring Maiden, there are no other options."

"But… what about Glynda and Ozpin?" Pyrrha asked. "They trained Amber originally, and they trained me too."

"A stop gap due to limited choice." Fria answered. "The Maiden's are supposed to be trained by other Maidens. Oswald has always helped, but he can offer very little insight from his own experience. Had I been younger, I would have trained Amber myself."

Pyrrha paused. "Oswald?"

Fria's smile faltered for a moment. "What does he call himself now?"

"Ozpin."

"Right. He was Oswald when I first met him. I… forget that sometimes." Fria's smile returned, though it was notably muted. "That was many years ago. I was younger than, and the world was a simpler place."

"Is that why you wanted to speak to me?" Pyrrha asked. "To ask me to train the next Winter Maiden?"

"Yes, but it is not the only reason." Fria replied as the elevator finally came to a stop. Even before the door opened she could feel the Magic emanating from the other side.

"The vault?"

"Indeed." Fria stepped out the instant the door opened, moving to join the other person who had been waiting for them.

"Salutations, Fria!" Penny called cheerily, causing Pyrrha to freeze where she stood.

"Penny, I hope the wait was not too long." Fria moved over to stand next to her, resting a hand on her shoulder as she turned towards Pyrrha. "I would like to introduce you to Pyrrha Nikos, this is the Fall Maiden."

Penny looked back at her with a smile. "It's a pleasure to finally meet you Pyrrha!"

Pyrrha was dumbfounded, barely able to form words. "S-she knows?"

"James has told her everything." Fria's smile took an edge that Pyrrha struggled to recognize. "Including how you two last parted."

Penny knew that Pyrrha had been the one to kill her was what she meant, though Fria was kind enough not to word it as such. She didn't know what to say. Would Penny hate her? She had that right, and Pyrrha wouldn't hold it against her, but how was she supposed to train someone who hated her?

"Is… something wrong?" Penny asked hesitantly, looking between the two Maidens. "Did I say something wrong?"

"No." Pyrrha finally managed to speak. "You haven't done anything wrong, Penny, it's just… I'm sorry I-" Her voice cracked as she fought back tears. Penny had been Ruby's friend, and Pyrrha had been the one to kill her. There hadn't even been time to process that fact before they had all been fighting for their lives, but more than one of her nightmares had been watching her friend be torn apart by her own weapons. "I should ha-"

Penny stepped away from Fria, standing only a few feet away from Pyrrha. "Is what General Ironwood said true?"

"I… I didn't mean to, I just…" Pyrrha fell silent. How could she apologize for killing someone? Machine or not, Penny had been alive, and Pyrrha had been the one to end that. "I'm sorry-"

Penny finally closed the distance between them but, rather than strike Pyrrha as she felt would have been right, she pulled her in for a hug. "I forgive you."

Pyrrha sagged slightly, hesitantly reaching out to return her friend's hug. The tears she had been fighting back finally fell now, but they were for once tears of relief. Somehow, Penny didn't hate her for what she had done. "I'm sorry."

"It wasn't your fault." Penny said, pulling back with a bright smile. "And we'll just have to make sure Cinder can't do it again!"

Pyrrha laughed softly, wiping her tears from her cheek as she returned that same smile. "I won't let it happen again. I promise."

"Penny is a good girl." Fria's smile seemed to have grown at the display. "She'll make a good Maiden, so long as she has you to guide her."

Somehow, Penny's smile seemed to grow even brighter. "Does that mean we're going to be friends?"

Pyrrha couldn't nod her head fast enough.

"The Maidens have always been close, it's only in the last generation that has changed." Fria said, her smile once again taking an air of sadness. "There was a time they were like my sisters."

Penny's voice was barely above a whisper, but with the large cavern they stood in it may as well have been a yell. "I always wanted a sister."

Pyrrha rested a hand on her friend's shoulder. "I'll teach you everything I know… and we'll figure the rest out together."

"There is one other I would like for you both to meet." Fria motioned for them to follow, turning to look back at the doorway that Pyrrha knew led to the relic itself.

As they walked, Pyrrha finally allowed her sense to return to her surroundings, and the strange energy that permeated the area. It was similar to the vault in Mistral, but there was something… different about it. It was calmer, more stable. The Vault for the Relic of Knowledge had felt almost volatile at times, like the world around them could be pulled out from under her at any point, as if some kind of truth was being given that changed everything. It was a difficult sense to describe, even to herself, and she felt like it was an emotion without a name. It was a place in decay but yet one that never faltered.

This palace was different though. It was stable, and yet fluctuating. She could feel the power coming from the Relic, but it didn't pool here in the same way Knowledge had. Instead, it went out to the walls around them and beyond, its power being used to keep the city of Atlas flying. Pyrrha couldn't help but wonder if that was purely the Relic, or had something else been used to facilitate its power being distributed? She knew that Magic could be used for many different purposes, but she had yet to see if there were any lingering effects that could be used.

The caverns themselves had been built using Magic, Pyrrha could still sense the faint signature of Ozpin's own at work there, and it was only now that she considered what else it could do. If Magic could sustain itself like this for so long, could she do the same now that she was capable of using it? Logic said yes, but she would have to learn. While it might have sounded fantastical, the idea of enchanting common items with Magic was greatly appealing. She could already think of several simple things that could very much save her life in a fight… assuming Ozpin could teach her, of course.

"Have you visited any of the other Relics?" Fria asked as they finally approached the edge of the platform. Wooden panels from around the room began to shift and form a staircase to the door itself.

"I've used the Relic of Knowledge and spoke with Jinn." Pyrrha answered.

"She is an interesting one, is she not? So wise, and yet, so restrained." Fria hummed. "But if you were there, then surely you noticed the effect of the Relic."

Pyrrha nodded. "The Spring Maiden mentioned that it had an effect on people." While she was hesitant to believe anything Raven Branwen said, she couldn't deny that the evidence showed she was telling the truth.

"All the Relics do something similar, though some are more subtle than others." Fria explained as the path for them to walk up finally finished assembling itself. "Have you noticed it yet?"

Pyrrha paused, thinking back to only a few moments ago that, looking back, felt almost alien. "I… yes. I've been thinking of new ways to use my Magic."

"Spend enough time here and you may find yourself motivated to create many new things." Fria explained. "The Relic can only make one thing at a time, but the being who resides inside of it is an… artist, of sorts, and he appreciates the creations of others."

"So he inspires them?" Pyrrha asked. "Is that why Atlas is so much more advanced?"

"That makes sense!" Penny nodded. "My father said that he finally managed his breakthrough in my development after visiting the General. Perhaps he brought him here."

Fria smiled. "It's nothing so direct, to be honest, I don't even know if they are aware that they are doing it. Surely they know, but it may not be a conscious effort. In the end, it matters not. We are here." Resting her hand on the door, it slowly began to open. The inside was both similar and different from the Vault in Mistral. The expanse seemed to stretch on forever off into the distance, but unlike Knowledge, this place was stable and simple. A field of grass and flowers as far as she could see.

"Fria," A cloud of blue smoke began to spill out of the Relic of Creation, much as Jinn had. A second later, a large transparent man looked down on them. "It has been some time since you came to see me. I've missed our little chats."

"As have I, old friend." Fria turned to gesture towards Penny. "I have brought you company however, the next in line to inherit my powers. Penny Polendina."

"And the Fall Maiden, yes, I can see the power emanating from her." The Man hovered over to her.. "There is something… different about her though."

"Ambrosius, I would like you to meet Pyrrha Nikos."

Ambrosius hovered back suddenly, moving back towards the Relic. "Yes, my apologies, I always forget my introduction. I-" He paused as he finally looked down at Penny. He snapped his fingers and a small eyeglass appeared in his hand as he began to inspect her. "This is… I simply must meet the one behind this. This work is exquisite." He turned to look at Pyrrha once more, finally given her a serious look with that same eye glass. "And… you. Who made you?"

Pyrrha looked past him to Fria, waiting for her to nod softly before explaining. "We don't know, something not from Remnant, as far as we can tell."

"Hmm, I don't know about that." Ambrosius replied with a smirk. "All of the hallmarks that come from something of our world are here in you, but yet, there's something more… alien, as well. Now, I'm assuming you didn't come here to use the Relic?" He rolled his eyes as he said it. "That would ruin your floating city after all, wouldn't it? Such a waste of my talents."

Fria chuckled softly. "Boring to you perhaps, but I still remember when it first rose. It was a sight to see."

Pyrrha was shocked, looking at Fria skeptically. "That's not possible. Atlas was raised just after the Great War, wasn't it?"

Ambrosius nodded. "That it was, though I will say, not my best work. I could have taken it higher if they wanted."

"But then it wouldn't be accessible." Fria stated. "What is the point of a safe haven that no one can reach?" She turned back to Pyrrha. "But you are correct. Atlas has been in the air for nearly eighty years. I was there when it was first lifted, though I was quite young at the time."

"But… that would make you-"

"One hundred and seven." Fria smiled. "I may not look it, but I am quite old. Most Maidens, those that don't die young, live well past what is considered normal. If old age is what takes you, you will likely live even longer than me. Magic has a way of preserving you."

"Has it truly been so long?" Ambrosius looked back at Fria with new eyes, looking through his eye glass at her as he had them. "I didn't realize… I'm sorry."

"It's quite alright. There is little that can be done." Fria said.

"Is there something wrong with her?" Penny asked quietly.

"Old age." Fria answered. "Something you will come to recognize in those around you eventually. It's not so sad an end. I have lived a good life, full of many happy memories."

"Memories that are growing more distant by the day." Ambrosius said. "If you wish it, I could create-"

"No." Fria said firmly, standing just a little bit taller as she met his eyes. "My life is not so valuable to me that I would risk Atlas so that I could hold onto it a little longer. All things must die, eventually."

"As you wish." Ambrosius nodded. "Know that it was fun while it lasted. I will… miss our conversations."

"As will I, old friend." Fria stepped back towards the doorway. "Penny and Pyrrha will visit you when they can. I know you can get lonely here."

"Take care, Fria." Ambrosius slowly began to dissipate as they exited the vault.

"What did he mean?" Pyrrha asked hesitantly. "About your memory?"

"You are a smart girl, I'm sure you have figured it out. My mind has started to leave me. Some days are better than others, it is fortunate that today is a good day. It has made all of this easier." Fria sighed. "Sadly, my days of advising the General are coming to an end." She stopped as they finally set foot back on the main platform, the stairs moving away once more. "Now for the other reason I wished to speak with you. James will need someone to ground him. Winter helps, and for now that is enough, but time has a way of changing things, and it is better to have two than one."

"The General is a good man." Pyrrha defended him as best she could. He had earned that much, proving time and time again that he was somebody she could trust.

"That he is." Fria responded coldly. "But he has not always been such. With your help, that he can remain."

"I'll help him however I can." It was an easy promise for Pyrrha to make. "But… You'll still be here for a while to help too, right?"

Fria looked back at her with a sad smile. "I believe it is time you two get better acquainted. Go, I can find my way back to my room alone."

Slowly, reluctantly, both Penny and Pyrrha left. Taking the elevator up and back towards where the rest of Atlas could still be faintly heard as they set about preparing for the battle to come. Penny led her out of the maze of corridors and passages to where the General had set aside her quarters for the night.

Pyrrha stopped Penny before she could leave. "I'd like to talk for a bit, if you don't mind."

Penny beamed once more, keeping Pyrrha company as the two got to know one another better than they had even in her previous life. If what Fria said about her having a longer life was true, she knew Penny would be her friend for many years to come.

Author's Note: Fria was admittedly a sparse character in canon, but I wanted to give her a good send off in DNM. It felt right, and I like the idea that, at this point at least, she isn't quite so far gone.

It is a few years earlier than canon, so it makes sense that she isn't as bed ridden just yet. Also, she very, very, old in this. I doubt she is that old in canon, but hey, I thought it was interesting to have, and it does make sense. Between Aura and Magic, I figure your body has the ability to replace much of itself with an ease we don't have in real life, thus extending your life longer. Plus, I wanted to use this chance to show what the Maidens were once, and what Fria wishes them to be again.

Lastly, the Relic of Creation helping to "inspire" people to create things. I like it. I did it for Knowledge and I plan to have it for all of them in any stories they appear. Though they don't all appear in this one, I'd love to hear what you all think they might do. What do Choice and Destruction actually do? What might their vaults look like?

Hope you all enjoyed and, as always, regardless of if you liked it or not, let me know in the reviews. Did you like the extra bits here and there?

Sincerely, SE