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(Winter POV)

Training with the new powers was harsh. It was an inconcrete thing. Where one might normally run laps to build up speed or stamina or lift weights to grow stronger the powers of the maiden were transcendental.

The training still took a great deal from you, as though you had been running laps or lifting weights, however. It left me exhausted and it left me weaker than normal. I had a long way to go until I reached the power of a fully realized maiden like Fria had been.

As far as I was aware even Cinder Fall had yet to master her powers. Though she had an additional helping of them being both fall and spring.

My heels clicked down a street nearby to the academy leading up to where my small apartment was. It was a cozy thing with spartan furnishings. It was so unlike the manor I had grown up in. The military lifestyle suited me after the years I spent as a child under my father.

To my father everything had to be extravagant. He needed it that way. I was different. I thrived off of the bare minimum.

There was the sound of footsteps behind me on the dark street. I turned around. There was a woman standing there. She was nearly as tall as I was in a dark crimson dress. She had an eye patch over half her face with dark hair and a glowing ember eye. I recognized her at once.

This was Cinder Fall.

I pulled my weapon on her and she let out a short terse laugh. She summoned her own weapons to her hands. Swords made of glass, one in each palm. Just like her profile described.

I split my scimitar so I, too, had a weapon in each hand.

"So quick to arms? I just have a couple questions for you," her voice rang out melodic.

She hurled a mote of fire at me and I slipped behind a corner, into an alley that lined the street. The explosion rocked the side of the building I pressed my back against.

"This is Special Operative Winter Schnee I nee-" my scroll was blown out of my hands.

"None of that." Cinder strode up on me with a bow in her hands now. She shot my device out of my hands with an explosive arrow. It rocked my world a little and I was sent tumbling down the alley and away from the bigger street.

She inhaled deeply through her nose like she was smelling the conflagration. Fire roared up from behind her and she slammed me into a wall. She held me there with her weapons in sword formation once again.

I was a hair taller than her but she was incredibly strong. I pressed forward with my weapons, swinging one in each hand and she deftly blocked it with narrow twists of her wrists.

Her eye glowed with the power of a maiden burning away at the corners.

She summoned lightning. It crackled down onto us both and she whipped her weapons at me and it struck me high. I summoned a glyph behind me and darted forward on the magic in a landing attack.

She met my strike to the side and lashed out with a kick that caught me in the gut.

"Now about my questions…" she trailed as she prowled towards me like a tigress. "Where is the winter maiden, Winter Schnee? Is it you now? I wonder?"

I summoned a glyph at my back and launched myself again towards her. I slashed twice at her low, high then I brought forth dust from my weapon and swept fire at her. She ducked underneath the fire and came at me with both her weapons in diagonal fierce cuts.

I managed to block them all then I jumped off the wall and back-flipped away from her and hoped to gain some space.

She kept on top of me. Prowling forward she sliced at me with her weapons. I blocked one off to the side and deflected the other away from my face before I slashed at her stomach and caught her by the red aura there. She stuttered back a step.

"Well aren't you more than the General's plaything," she laughed at me.

I reared back and stabbed my weapon into the ground and brought forth another glyph. Snow white Grimm masked birds flew forward at Cinder Fall and buffeted her. She slashed through them and I let up after a few got through and harried her. I summoned a great Beowulf from nothing and it lumbered towards Cinder.

Cinder examined it contemptuously before she cut her way through it with a wave of fire.

She twirled her weapon around her and fire emanated forth. It spun around her like a dancer's ribbon before she struck out with it and I only just managed to flip out of the way of the blaze.

I came down on her with both my weapons and I cut at her diagonally then horizontally then diagonally with both of them. She only met my strikes while backing up steps to give a little ground in the tight alley. It was a touch claustrophobic for my tastes and it was only getting hotter as Cinder reved things up.

She flew at me, leaving a blaze behind her on the ground as she did. She came at me with narrow slices and sharp thrusts. Then she hovered in a tight circle around me and kicked me in the back of the head.

I fell to the ground and looked up at her. Some of my maiden powers must have flared up because she whispered. "It is you."

There was no use hiding it. There hadn't been at any rate. This was a win or lose fight for me. I couldn't afford to keep more cards in reserve. I had already nearly exhausted my maiden powers, though, with my day of training with them. I was already bone tired and nearly at my limit. Only the rush of adrenaline kept me going at the moment.

I slashed towards her and summoned a wall of ice along the sides of the alley with dust. Spires poked out towards her from the sheet of frigid material.

It hardly slowed her down even having been caught up in it. She attacked me with more fire and the alleyway was filled with hot steam that burned my eyes and made me cough.

There was a flare of lightning as she approached me and she swung her weapon towards me and there was a zap that caught me in the center of my mass.

It tossed me down the alleyway and sent me rolling. I picked myself back up to my feet in time to meet a wild slash of glass sword. I held it at bay with my stiletto in my left hand and took a swipe at her with the scimitar in my right. It only met air as she ducked at followed it with a swing of her own weapon in her right hand.

I met it with my stiletto again. Then she took a slash at me with her free weapon. I was forced to block with my scimitar.

She flipped in place, bringing both weapons down on me and I blocked them with an 'x' of my own tools.

She kicked me in the stomach and made to summon more fire. It swirled around her in an inferno as she stepped towards me. I felt my aura burning off of me from the heat. She swept both her weapons at me and the fire followed.

Nowhere to run or duck in the alley I was forced to shield myself with glyph as best as I could. It shattered like glass and the heat raced over me.

I summoned a glyph behind me and darted over her, then back over her with another swipe. Then another in a blitz of attacks that made me shed aura like rain but it was worth it for the three clear slashes I landed on her own aura.

I made to do it again, after all, if a strategy is working, then why change it? I launched myself towards her and made for another swing but she got bodily in my way and I ended up tackling her down the alley and back out into the open street.

I slashed my blade at her and wave of lightning emanated out of it. It raced over her body and made her shudder from the force of it. It left her smoking. I saw my opportunity and slashed deeply into her aura with first the stiletto then the scimitar.

I tore out deep red chunks of energy from her body and made her scream in rage. Cinder summoned a dagger into one hand and brought it down on my head. I only narrowly dodged to the side.

She summoned her swords again and came sweeping at me with three fast blows that spun her in a circle. I blocked the first two but the last caught me across the stomach.

One little moment stood out to me as I was pushed back. One simple thing. I was probably going to lose. And if I did… when I did… the power of the winter maiden could not go to Cinder Fall.

I took my weapons and I cut at her in a rhythmic pattern. Low high low. High high low.

Cinder blocked them all with a sly smile on her face. Her grin only widened as she counter attacked with raw fire in a flare that sent me scuttling back across the street.

My own control over the maiden's powers were so much less refined and they were worn down after a day of using them hard for the first time.

She swung her weapons at me and there was a zap of lightning that crackled down her arms from her body and further into her weapons then out at me.

It shocked me and I felt my body convulse and falter. My aura hardly defended me as low as it was. It hurt a great deal.

She flew at me with flames behind her and I barely raised my weapons in time to match just one of hers. She shoved me all the way back into a brick wall. My head cracked back against it harshly and then she went and tried to sweep one of my legs out from under me. Only fleet footwork kept me up right.

Then I was forced to block her other free glass sword with my smaller stiletto. I pushed back against her for a moment before she faded back and caused me to fall forward. She tripped me and hooked the hilt of her weapon behind my neck and threw me to the asphalt. She kicked me in the side while I was down and I rolled with it to get back to my feet.

I pushed both palms down into the asphalt and picked myself up. She was on me with a wild swing of her glass sword. I deflected it and riposted with a thrust of my scimitar.

She parried it easily enough. I stuttered back a step and summoned a glyph and using dust I sent a hail of ice shards her way. She summoned fire hot enough to melt them and turn them to steam. I kept the hail going a moment longer but quickly ran out of usable dust long before I made progress through her wall of fire.

I was losing. I was losing badly and I wasn't sure I could turn this around at all. It had been a bit like fighting Cloud Strife who had bodied me as well. This was just the edge that magic provided a competent user.

I was slowing down and I would probably lose long before help arrived to bail me out.

This was grim. None of my training had prepared me for the moments before I was about to die. How could it? I'm not proud of it but I panicked a little. All my analysis was screaming at me that these were my last seconds of life and if it wasn't these seconds it was going to be the next ones.

She summoned more fire and I dived to the side to avoid being immolated. I tried to clear my mind and rationalize but that was just leading me down a dead end road. I was about to die. I was about to die. I was going to lose and I was going to die for it. Cinder was just more dangerous than I was. Even at my best I wasn't sure I would be able to defeat her and I wasn't coming into this at my best.

I had a duty though. I had a job to do. I was still going to protect the maiden powers. Cinder wouldn't take a third one today. But who to choose? My brain was stunningly calm in its analysis of candidates compared to the panic I felt regarding my own imminent death.

There was Penny of course. Penny would do well. She was a wonderful person, perhaps even a friend. But it wasn't enough. My thoughts kept being drawn back to Cinder as she flew at me again and cut at me with her weapons. I stepped back blocking both.

I needed something more to anchor myself as I died. Least I be reminded of my attacker and the powers go to Cinder. Something more than a possible friend. There was really only one candidate at the end of the day.

My last thoughts would be of my little sister. It was the right choice. I knew it in my heart. It was strong enough as well. Strong enough that my thoughts never left Weiss as I stared Cinder in the eye and blocked her lightning fast slashes.

I fell back some more and her left arm just extended in Grimm blackness and chased me with her sword. I blocked her unearthly strength three times in a half second. Then she hurled another note of fire at me and dived across the rough pavement.

Still my thoughts were on my baby sister. Would she be up to the task at hand? Maybe. I prayed so. She would have all the support that I did to succeed. But was I just dooming her to die from the same woman that was attacking me now? Maybe so as well.

But she was committed and strong. She had a powerful team of friends to support her. She could get through this. She had as good a chance as anyone else I could bear to name as my successor.

"You Atlas types are all the same. Hoarding powers. You think it won't leave the rest of us hungry." Cinder prattled as she advanced on me again with three berserker cuts. I only blocked the last, the rest cut deep into my aura. "And I refuse to starve."

She pressed forward into me.

"Give it to me," she demanded. I wouldn't. My thoughts never left my baby sister. It had a certain resolve to it that I'd never managed to place at any other point in my life. It had no true point of comparison. It was a singular focus.

I fought back with a fury. I swung at her in a triage of blows that she neatly blocked with an unconcerned smile on her face. The total bitch.

I fought back like I was about to die. I swung for the fences and for Cinder Fall's head. She kicked me back a half step and chased with a swipe at my arm that knocked me and cut me open. The wound made me cry out as it tore my flesh.

I had nothing left. I was completely empty. This was it. This was the moment. She swiped my weapons to the side hard enough that I could hardly hold on to them.

She bent backwards and thrust forward. Then she stabbed me through the chest. I choked on air and I could feel my left lung filling with blood where she stabbed me. I could feel her sword part my ribs. The cartilage shattered.

She followed it with another slash across my throat. I dropped my weapons and reached for my neck vainly. Blood flowed over the wound and I couldn't breath through the slice in my esophagus. I choked helplessly on the gore. The pain was distant compared to my inability to breath and my sudden lightheadedness.

I fell to my knees still choking.

"Give it to me," she purred again. The last words I'd ever hear.

I didn't. I thought of my little Weiss.

Then I slipped my mortal coil.

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-WG