A/N: This is what happens when I have a dream while really sick about a Vampire/Madoka Magica crossover, and then consider that Kyouko's teeth are way too pointy to be real.

Enjoy :D

A chill air filled the streets of Kazamino City. Thick clouds drowned the city in darkness, blocking out the stars and diffusing the moon's glow. The people had vanished back into their homes, closing their curtains and locking their doors, attempting to keep the heat in and the darkness out.

For in the darkness of Kazamino, monsters lurked.

It was inevitable, really. Where humans congregated, the evils of the world soon followed. Witches cursing the world with their despair from within their labyrinthian paradises; Familiars taking their first steps towards driving the weak-willed to madness; Wraiths, their numbers so small that they had been forgotten by all but a few, gorging off their victims' emotions in silent gluttony.

And then there were creatures that were a lot less innocent.

One such creature sat in the attic of a building, peering out a window through the fog. It could sense a Witch to the west, sending its curse out for everyone willing to hear it. The creature paid it no mind, instead focusing its attention on the church in the distance. Before, shouts and screams had echoed from the building. Now, as flames began to flash within the building, they had fallen silent. It was done.

The creature closed its eyes, breathing in the air. Yes… it could almost taste the blood in the wind. Two adults, one child. Their blood had been spilt, desecrating that sacred place. But it was more than that. One of the adults, a man, had lost his faith at the end. He had betrayed the ideals he held to so strongly. And now…

A whimper came from behind the creature. It turned, looking at the tied up teenager in the corner. Not so long ago, she had been an addict, her blood poisoned by narcotics. It had stalked her for weeks, watching her behaviour, her habits, waiting for the optimal time to strike. And then she joined the Sakura Church, their accurst magic digging into her. Suddenly she was a girl of faith, shielded from its touch. It had all been wasted effort, until tonight.

It stepped towards the girl, and cautiously extended a hand towards her. She flinched back, away from its fingers, but that only excited the creature. Almost faster than any human could possibly see, it grabbed the side of her face, pulling her forward. The teenager looked up at it, eyes filled with fear, her pale face contrasting with its own grey skin. Slowly, it dug one of its claws into the girl's cheek, applying more and more pressure until it drew blood.

Then it released her, letting the teen fall to the ground. The creature raised its hand to its face, examining the red liquid as it rolled down its finger. It was true. The curse of the Sakura Church had been broken with the death of the priest. This girl was no longer bewitched by his magic. It bared its teeth, revealing its long fangs. And now, she was at its mercy.

A shift in the air flowed into the room. The creature froze, sensing someone moving–no, running–towards the church. It went back to the window, trying to spot the intruder. It was too soon, far too soon! If someone reached the church now, then it would be disastrous!

The new person's scent reached the creature. Strong, intoxicating, powerful blood. The creature relaxed. It was a Puella Magi. An older one, with over a year behind her. Completely different from the blood of the local Puella Magi, who was still relatively new and weak. It could see her now, her blonde hair standing out in the darkness, heading quickly through the mist.

Briefly, it considered ambushing the girl, but quickly dismissed the idea. There was no way she knew what had happened inside the church, and there was no way that she would be able to steel herself against what she was about to find. It would break her. Even if she managed to emerge with her psyche intact, the constant guilt and questioning what she could have done differently to prevent their deaths would haunt her until it turned her gem black. Puella Magi were powerful, but such fragile creatures.

It turned back to the terrified teenager. Besides, the creature did not want to fight tonight, if it ever came down to it. It was tired. It was hungry.

It wanted to feed.

Two years later

Kyouko walked through the snow-filled graveyard. She normally avoided this place, and coming here had cut deeply into her time tonight. She should not have come, she shouldn't have wasted the effort to come to this end of town. Only bad memories lurked here.

But today was important. She had to come here today.

Finally, she found the familiar gravestone. They were the last ones placed here, no-one else had wanted anything to do with the Sakura Church after what had happened. In a way, it felt right; the church's most devout member being the last one buried here.

She stared at the gravestone with the name Sakura emblazoned at the top and the names of her father, her mother, and Momo below. Silently, she reached into her pocket and pulled out a Cherry Blossom. It had been hard to find one this far out of season, and it wasn't like she could just walk into a greenhouse and take one. But it had been worth the effort.

After brushing off some snow, she placed the Cherry Blossom on top of the gravestone. Almost absently, she looked to the side, past the graves and to the burnt-out shell that was once her home. One day, she might work up the courage to go back in there. But not today. She didn't have the will or the time.

Kyouko turned and briskly walked out of the graveyard. She was late, very late. It was already long past midnight, and she needed to be back before sunrise. Hopefully, she would get lucky tonight, otherwise she'd have to hunt again tomorrow

She pulled her ring off her finger and placed it in her palm. Pushing a small amount of magic into it, it transformed into a glowing red gem. Her Soul Gem, the conduit that gifted her with magic in exchange for a single wish. Or so Kyubey had said.

Looking around, she wondered if that rat was watching her. They hardly spoke anymore, Kyubey only showing up to collect her spent Grief Seeds and leaving without another word. Was he angry with her? Disappointed? No, both of those were unlikely. The problem was with her, not with him. The Master didn't like her talking with Incubators.

Kyouko closed her eyes and opened herself up to her magic. She felt her senses expand outwards, stripping away her surroundings and exposing the magic behind it all. Far away, across the river, she could sense a witch. Large, powerful, perfect for extracting a Grief Seed. But she could not cross that river. Not only was that something she was not physically capable of doing, past the river was Mitakihara. That was not her turf.

Besides, she had a number of Grief Seeds already. That wasn't what she was looking for today.

She focused her attention away from Mitakihara, back into Kazamino. She looked past the buildings, searching for what she needed. She could see the people inside the buildings, sleeping seemingly without a care. She could see another Witch, moving away from her looking for a good place to lay a trap. She could see a man in a dark suit, standing on the edge of a road, likely waiting for a taxi after a long night. After a moment, she located a Familiar, hiding within a labyrinth that barely warped the surrounding alley. It was barely broadcasting its curse, its attention purely focused inside itself. It was perfect.

Kyouko put her hands in the pockets of her jacket, trying to get her hands away from the chilly night air. The snow was hanging around late again this year. While it wasn't heavy, only a light dusting a centimeter or two thick, it was still too cold for her liking. It was always too cold for her liking.

As Kyouko entered the alley, she inhaled the air, taking in the various scents. Her hunch was correct, someone had passed through here and vanished into the labyrinth. She pulled her hand out of her pocket and swung it out, her Soul Gem flashing red in the darkness. Rainbow light covered her body as she walked into the alley, the walls twisting and folding over themselves while her red dress materialised around her. She breathed in again, this time taking in air that was stale, dry, devoid of substance. And no more than thirty metres away was the scent of the missing person.

She continued her stride as she summoned her spear, keeping her pace steady. Ahead, the twisting alley bent around and revealed the Familiar: small, weak, buzzing above the ground on wings that were far too small for it. It turned an eye to her, before increasing its buzzing and flying higher, out of her reach. And below it was her target, a middle-aged woman, unconscious, eyes unfocused, and completely at her mercy.

Kyouko closed the distance between them and knelt down in front of the woman, keeping her eyes constantly on the Familiar above her. It would just be embarrassing if it bit her head off while she was distracted. She waved a hand in front of the woman's glazed eyes. No response. Everything looked perfect.

The Familiar buzzed loudly above her, spiralling downwards cautiously. Kyouko stood and swung her spear menacingly at it. The buzzing grew louder, then the Familiar turned and began to fly down the alley, disappearing in the twists and turns in an instant. She didn't bother chasing it down. It was done feeding off the woman, but was not strong enough to become a witch yet. In a week or so, she would deal with it, when it had a Grief Seed to take.

Dissipating her spear, she picked up the woman, and began to walk in the opposite direction. This was the difficult part. She needed to concentrate on bringing this woman out with her. While she was still technically alive, she was also so close to death that she risked becoming part of the labyrinth herself. That wouldn't do. Kyouko continued walking, keeping her thoughts focused on the woman in front of her, her fangs already beginning to ache.

Finally, the alley began to straighten out, its geometry returning to normal and the chill night air biting at her grey skin. Exhaling, Kyouko knelt down and placed the woman on the ground. It was time to see if this woman was worth all the trouble. Slowly, she examined her. She was still breathing, that much was obvious, but her eyes were still staring blankly at nothing, even without the curse to keep her under.

Kyouko snapping her fingers above her head, trying to draw out a response, then reached for her magic and tried to use her limited healing ability on her. Still nothing. She reached down and moved her head to expose her neck, revealing the unnatural mark that still hadn't vanished. Kyouko shook her head, unsurprised. She had seen it too many times before. The witch had trapped her in that labyrinth for far too long. Her mind was gone. She was practically dead.

And it made her the perfect prey for a vampire like her.

Kill her. Tear through her skin and rip apart her flesh. Her blood is yours and yours alone!

Kyouko drew in a sharp breath, placing her hand against the alley wall to try her best to stop herself from shaking. It took all of her willpower to keep herself away from the woman. Not yet, not here. The sun would be rising soon, she had to get back undercover first. And then there was the Master to think about. He was expecting her tribute untouched.

After a minute, she managed to get a grip on herself. She looked at the woman again, then reached down and started rolling up her sleeve. Maybe she could just drink a little of her blood. She was a vampire, after all, what was wrong with a quick bite. Just enough to keep her sated. She could see a vein under her skin, pulsing with blood with every heartbeat. Just a few drops.

A sharp pain shot through her arm as she dug her own claws into her palm. No, NO! She couldn't let herself give into her desires like that! If she did, she would never stop. She would kill, and keep killing, forever. She would not let that happen; she refused to give in just to get a little blood from some suicidal woman.

Eventually, she managed to quiet the voice in her head urging her on. No, she would not give in to her vampiric instincts today. She was still Kyouko Sakura and she was still in control. Shaking her head, she bent over to pick the woman back up. It was time to head back.

Kyouko almost didn't hear the click behind her, but it was enough to send all her senses onto high alert. Slowly, she stood up, raising her hands and beginning to turn. She knew that sound all too well, and was not surprised to see the blonde girl standing at the end of the alley. "You're on the wrong side of the river, Mami."

Mami Tomoe took a step forward, keeping her musket trained on Kyouko. "Did you think that I would just… let you kill that woman?"

Kyouko kept her eyes on Mami, trying to take in as much of her surroundings as possible. "She still has a Witch's kiss. She's already dead."

"YOU CAN'T KNOW THAT!" Mami yelled. "What gives you the right to kill her?!"

There was an old fire escape next to Mami, on her right. If Kyouko made a break for the roof, Mami would be on her in an instant. The only way she was getting out of this was to throw Mami off balance, make her lose focus long enough to get away with her prize. "Why are you in Kazamino, senpai?"

Mami blinked at the honorific, clearly not expecting it. "I'm… I'm STOPPING you!"

"Why? You never cared before," Kyouko replied, throwing some snark into her voice. This was easier than she thought.

"I… I have to!" Mami yelled, her voice trembling slightly. "You have to be killed! You are real, you are a threat! You have to be stopped!"

Odd choice of words. Kyouko thought about pressing further, but decided not to push her luck. Mami was already agitated enough. "If you attack me, Mami, I will defend myself. I don't want to hurt you."

"You have to be stopped…" Mami repeated, her voice dropping to almost a whisper. A tremor went down her musket as her hands shook slightly. That was all she needed.

Kyouko leapt forward towards Mami. The musket fired, but the shot went wide and Kyouko easily sidestepped it, circling to Mami's left flank. She snarled, baring her fangs, and Mami, reacting instinctively, leapt back against the wall under the fire escape. Right where she wanted her.

Not wasting a second for Mami to recover, Kyouko drew upon her magic and raised her arm. Red diamond chains shot out of the ground around Mami, travelling only a short distance before connecting to the bottom of the fire escape, caging her. Kyouko summoned her spear, the segments separating and spiraling around her as they appeared, before flinging the spearhead though the newly created barrier towards Mami's head.

It would be so easy to kill her right now. Trapped against the wall, nowhere to run, no way to dodge, she could skewer her without a second thought. Every instinct in her body, natural and unnatural, told her to do it, screamed at her to kill the upstart that challenged her. Instead, Kyouko flicked the spear to the side. It shot past Mami's head, its sharp edge ripping through her hair and clipping the edge of the hair clip that contained her Soul Gem. The clip flew off Mami's head, the yellow gem glowing in the darkness as it was flung out of the cage into the snow.

Mami's body flashed and her magical girl costume disappeared, replaced by some light, ordinary clothes. With a soft thump, one of her drill curls fell from her head. She blinked as she processed what had just happened, before sliding down the wall to the ground, a shocked expression on her face. The fight didn't even last ten seconds.

Kyouko let out a deep breath, her hands trembling as the adrenaline shot through her, now unneeded. She turned and walked back towards the woman, still unconscious in the snow. "Go back to Mitakihara, Mami. Don't come back."

She lifted the woman onto her back, and began to walk out of the alley. As she passed Mami's Soul Gem, she thought about picking it up, but decided against it. The 'cage' would disappear within half an hour, and by then she'd be long gone. There was no need to torment her old teacher any further.

As she took another step towards the alley exit, Mami spoke. "I'll kill you. I swear, I will kill you."

Kyouko stopped briefly, taking the words in. She did not doubt them. She deserved every bit of hatred Mami held against her.

She started walking again, leaving her former senpai trapped in the snow.

It didn't make her words hurt any less.