"Put your hands behind your head and get on your knees."

Cinder glared at the robot girl giving her orders. "Oh, fu-"

Penny fired her main cannon, the laser hitting Cinder square in the chest and sending her flying. Elm grabbed Cinder and swung her overhead, smashing her into the broken elevator. Coughing up blood, Cinder felt her Aura break. She fired a trio of flaming knives into Elm's chest, knocking her down, hopefully for good. She melted through the metal elevator and brought up a spear, pointing it at Marrow. Harriet grabbed the spear out of Cinder's hands, crying out and dropping it as it burned her. When she stumbled, Cinder shot an fire arrow into Harriet's leg, dropping her to one knee.

At the sight of her friends being so badly hurt, Ruby's eyes flashed. Cinder had seen that light before, and it scared her off. She jumped into the air, trying to escape the power of Ruby's silver eyes. She flew away as the light filled the vault, but it would only be a matter of seconds before Ruby's power caught up with her. She went up to the top of the vault, aiming for one of the huge stalactites hanging down. Before she could reach them, Vine's Semblance grabbed her leg again, pulling her back to the ground. She shot a fire arrow at him, pinning him to the wall through his shoulder. She tried for the ceiling again, only for Kingfisher to grab her. She shot two spears down at Clover, one punching through his chest. She flew up again, but this time it was Penny's blades shooting past her. One caught her leg, stabbing through and hooking on. Gambol Shroud buried itself in her back. Penny and Blake pulled on their weapons, dragging her back down towards Ruby.

Time was up. Use it or lose it. Cinder's Grimm arm broke out of her glove and shot towards Ruby, grabbing her chest and pushing her up against the wrecked elevator. She dug her claws in, smiling sadistically as she heard Ruby scream and saw the silver light disappearing. Several people called out Ruby's name, concerned for their friend. Two of those were Penny and Blake, and that meant they were distracted. She spun in the air, pulling both girls off their feet. Marrow started peppering her from below, so she hit him with a fireball, which sent him head first into the large crate that held the Voice, knocking him out. She looked down to see Blake almost directly below her. Summoning a long flaming sword, she turned it and stabbed it into Blake's midsection, earning another one of those screams that Cinder enjoyed hearing.

Gambol Shroud went limp. She lowered herself to Penny's level and grabbed the blade stuck into her leg, melting it in half. That seemed to hurt Penny, which was good. Another shot hit her from behind, putting a hole in her Grimm arm. She pulled it back from Ruby an turned her glare to Kali, who was shooting at her again. She shot a spear in Kali's direction, taking the Faunus woman in the shoulder. It wasn't a fatal hit, but the woman didn't look like as much of a fighter, so it probably took her out of the fight. Then Cinder send a flurry of fiery shards of glass at Oscar and Maria, covering them in cuts and sending them running or ducking for cover.

Penny brought Cinder's attention back by stabbing another two of her blades into Cinder's back. Cinder turned back to Penny, fire coming from her eyes. Penny took a step back, sending another blade at Cinder. It hit her in the shoulder, but Cinder ignored it. She sent two more, but Cinder batted them away, bearing down on the robot girl. Coming to a stop, standing right in front of Penny, Cinder created three long knives and plunged them into Penny's chest one after the other. She watched as the electric green eyes in front of her flickered, life fading from them.

"There. That's one. Only..." She looked around at the rest of the room. "I didn't count you all." She pushed Penny away, letting her hit the ground with a lifeless thud. Cinder wandered away, heading for Blake, who was struggling to get back on her feet. Her yellow eyes looked up to see Cinder bearing down on her. At first, her eyes filled with fear, but then that turned to anger. Cinder stopped suddenly, feeling something pulling her back. She looked back to see that the several blades stuck into her body were still connected to Penny. "Damn puppet."

Amaranth jumped over Blake, landing on Cinder. She wrapped her hands around Cinder's arms, crushing them. The Grimm arm was resistant, but her human arm was not, and the bone was starting to splinter. Cinder doubled over, sending Amaranth over her head. She grabbed the girl with her Grimm arm and slammed her into the floor, then flung her away towards the edge of the walkway, where she fell off. Ruby, still bleeding from the claw marks on her chest, ran over and dove for the edge, reaching out and grabbing Amaranth by the foot just in time.

Cinder quickly cut the lines holding her to Penny and turned to go back to Blake. Blake grabbed the end of Gambol Shroud resting next to her and rolled away, pulling on her weapon and causing Cinder to lose control, falling to the ground. Both of them struggled to their feet, bleeding and barely conscious. Blake held her weapon, which dislodged from Cinder's back, and readied herself for a last ditch effort. Cinder casually waved her hand, sending a few glass shards into Blake and knocking her away. She staggered up and turned towards Ruby, seeing that she was vulnerable.

Harriet hit Cinder from the side, flying through the air. They tumbled and Cinder pushed herself up again. Harriet tried, but was struggling on only one working leg. Cinder looked back where Harriet had come from to see Elm standing again, having just thrown Harriet. It was starting to seem like these people were just going to keep getting back up until she actually killed them. Harriet pushed off with her good leg, speeding towards Cinder with just that one push. Cinder made a sword, ran it through Harriet and lifted her up over her head, bringing her down in front of Elm. She fired another spear, hitting Elm in the shoulder and knocking her back. Harriet punched Cinder in the leg, knocking her onto her knee, then reached up and grabbed Cinder's throat.

"You're gonna be sorry you screwed with us." Harriet hissed out, blood already coming out of her mouth.

On the other side of the room, Pietro lowered himself down to Penny's side. "No... my girl... not again, please, I..." He looked up to see the fight continuing. It was hard to believe any of them were still going with the injuries they'd received. Ruby was hauling Amaranth back up over the edge. Maria was pulling Blake into the Flute containment room, where Kali was leaning against the door frame and trying to get a good shot with her sidearm. A piece of the elevator thrown by Elm drove Cinder to back away from Harriet. "I... I don't know what to do."

Clover appeared beside Pietro, putting a hand on his shoulder. He looked down at Penny's motionless form, then back to Pietro. "I think we both know what needs to be done." He glanced back at the broken crate that held the Cradle. "If we don't take Cinder down soon, we'll all die here." He looked down at himself. "At this point, even if we win, I don't think we're all surviving. But..." He stood up, turning towards Cinder. "You make sure your daughter is alive and well, and I'll make sure she stays that way."

Stepping closer to Cinder, limping and bleeding, Clover grinned. He snapped a new hook onto Kingfisher and sent the line towards Cinder, where it hooked onto one of Penny's blades, still digging into Cinder's body. Pulling back, he reeled her in, elbowing her in the back when she reached him. The blade came out, but Cinder stumbled away into the waiting hands of Vine's Semblance. Clover looked over to his teammate, who definitely looked like he would need emergency medical attention as soon as possible. He gave Vine a nod, and Cinder was thrown at Elm, who caught her in a vice hug. She squeezed, grinning madly as she felt several bones in Cinder's body breaking.

Behind Clover, Pietro laid Penny down inside the Cradle. He took a deep breath, taking one last look at her resting face. "I'm sorry... I hope this works." He pulled the cover shut.

A wave of energy washed over everyone in the vault, knocking most of them down. Elm fell back, hitting her head on the broken elevator and collapsing. Vine hit the ground too, and didn't get back up. Cinder dropped onto the floor, freed from Elm, but she immediately knew that something was very wrong. Her legs were not responding. She couldn't feel them, she couldn't move them. Elm had broken her spine. In spite of the rising horror, she knew that she could still move. Using what she had left of her strength, she summoned her Maiden powers to lift her off the ground. Her legs hung lifelessly under her, but that didn't matter. Once she killed everyone here, and then killed the Winter Maiden, and the Spring Maiden for good measure, she wouldn't have any use for standing. God's don't stand, they fly.

Clover looked over his shoulder towards the Cradle. Pietro's chair hit the ground, empty. He turned back to Cinder. "Fight's not done yet." The Ace Ops were all out of commission. They weren't fighting anymore. Maria and Oscar didn't look like they were going to be able to help further, and Blake was down for the count too. That left three. "Ruby, Amaranth, Kali, I need you to keep her occupied."

Cinder's eyes filled with fury. "Don't insult me. I am Cinder Fall!" She roared in rage, unleashing a pillar of fire that scorched the ground. Clover ran for cover, as much away from any of his unconscious comrades as he could, the flames hot on his heels. Cinder laughed. "Run, coward! Run!"

Kali jumped out from behind cover, running across behind Cinder and firing several shots into her back. Cinder barely felt the pain now, but turned and unleashed more flames from her hand. Kali rolled out of the way, but just barely. Ruby jumped into the air, swinging Crescent Rose for Cinder's back. Cinder maneuvered out of the way and battered Ruby away with her Grimm arm. Ruby hit the ground hard, but aimed back at Cinder and fired. The shot ripped through Cinder's human arm, blasting apart the already splintered bone. Cinder's arm fell away, hitting the floor. She screamed, grabbing her bleeding shoulder with her Grimm arm. She glared at Ruby, and then an array of blades formed around her, mirroring Penny's weapons. Flames gathered at their tips and shot out at Ruby in blue hot jets.

Amaranth jumped in front of Ruby, blocking the flames with her hands. Her Aura was gone, and her hands started to burn. Cinder sent half of the blades forward, filling Amaranth with them. As soon as she fell onto her back, she was out of Ruby's line of fire. Ruby fired another round. Cinder raised her Grimm hand to block it, but the hand splattered apart. She brought forth more flames, sending them at Ruby and knocking Crescent Rose out of her hands. Another blast knocked Ruby onto her back. Another one kept her from trying to get back on her feet. Cinder hovered closer to Ruby, laughing in spite of the shape she was in as Ruby scrambled back and away from her. She formed one more spear. Unable to grab hold of it herself, Cinder spun it around in the air solely by the powers of the Fall Maiden. She pointed it down at Ruby, ready to impale the girl onto the floor.

"This is going to feel good." No matter if she survived now. Ruby was going to die. "None of your friends are still standing. No one's getting back up. You're all that's left." She pulled the spear back, ready to send it through Ruby's heart. A plank of wood hit Cinder in the head. She turned, enraged that someone would dare interrupt her revenge.

There, standing before her, utterly unharmed and barefoot, was Penny, holding another broken piece of wood from the shattered empty crate behind her. "I'll say it one last time. You are under arrest."

Cinder turned her spear on Penny, who should not have been standing at all. She was barefoot on top of everything, with seemingly no damage. Even her foot was fine, plain to see before Cinder's eyes. She was so overcome with rage that she almost missed the shadow looming over her from behind. Turning suddenly, Cinder had time to let out a shocked gasp and hold her broken Grimm arm up to cover her face before Clover brought the Cradle down on her head. She was anticipating the feeling of being crushed to death, but Clover's luck held true. Cinder went right in through the open top of the Cradle, and Clover slammed the cover shut.

Clover looked over to Penny and gave her a nod. "Earn this." And then he turned to Dust.