She oofs, falls, rolls away gracelessly, and bounces back to her feet with the help of a mass of tentacles.

Since she's facing almost directly away from him, there's no good leverage for her to attack with either sword. But since she's facing almost directly away from him, there is good leverage for an elbow to the kidney, aimed with the help of the fuzzy omnidirectional sight afforded by her glowing white pseudopodia.