Although our hearts are trapped in soundless worlds, I wonder why you're searching here for a friend
And why do I so long for words like "ta-ta for now" if I just want to see you again

With a sudden gasp of air, I realize that we're finally here, the heart of the barrier. It's different from before - a giant, distorted concert hall. Much more closely related to the suffering you carried with you. I shouldn't be so surprised.

But then I see you and I can hardly believe it's you. After all, you were once beautiful. Human. Now you're disgusting, an abomination. Your blue eyes once dazzled, sparkled in the light. Where were they now? Are they hidden? Have they gone? It's hard to tell. A knight's helm, and an ugly one at that, sits on what I assume to be your shoulders, three holes gaping out of the front. I don't even know what's up with the rest of you. You look like a gross mermaid or something. I don't like it.

You hold in one arm a sword, wielding it not as a weapon but as a baton. A thunderous clash of sound erupts around us, and as you sway to the music I realize that you are the conductor in this chaos.

But I don't despair. I know I can save you.

"Okay," I tell the pink-haired girl next to me. "Do it just like we planned."

She doesn't hesitate for an instant, despite her wide-eyed expression. I admit I'm impressed - not many people could look at a witch like that and still speak so calmly, but her hope outweighed her fear.

"Sayaka-chan. It's me! It's Madoka!" I can hear the tears in her voice. I know better than to say anything, but I wish she knew how to hide them better. "Can't you hear me?" She paused to take a breath, and then spoke even more loudly "Don't you recognize my voice? Don't you remember?"

I turned back to see the witch raising her sword-bearing arm high. Something's gone wrong. Madoka gasps, terror in her pink eyes.

"Don't be scared," I try to comfort her, stepping in front to shield her. "Continue calling out to her! Maybe she'll listen, eh?" I put my hands together as if in prayer and a barrier springs up around her. At least I won't have to worry about her as I fight - and at this point I know I'll have to.

You dropped your guard? I know it's hard to hide the tears away when no one knows you're on your own
This painful place, it's the only place I know… even so, at least here, we're not alone

I close my mind from Madoka's words as I set myself into a fighting stance, prepared to make a last stand. Well, not really. It's a cool thing to think to psych myself up, though. I breathe out and force myself to keep my eyes fixed on the wheels that suddenly manifested all around me. Interesting choice of weaponry, Sayaka. Wheels of fate, perhaps?

Fate... oh, how different our lives could have been. In another world, you could have been happy with your lover boy, and I would be with my family again. But those wheels of fate keep on turning, and we both gave up our souls just to see our loved ones happy. We suffered for them. I remember very clearly sharing our stories with each other when there was no one else who would listen. I have no idea if you really understood though…

You attack out of nowhere. Leave it to me to be lost in my thoughts at the worst time! You and your wheels swim around this stadium, dancing in this ocean of distortion. The wheels all come at once. I barely have time to knock away the first few before one comes this close to touching me. I raise my spear just in time, but it keeps pushing and pushing in spite of that. I don't know what might happen if I let it touch me.

"Not gonna listen, huh?" I hear myself grunt simply, pushing the wheel away. I want to tell you myself that you need to listen, to stop being so damn stubborn, but the orchestra seems to swirl around me. Images of sadness and loneliness appear, dizzying me. I can't think straight. I can't speak. I simply glare as I try to think of something to say.

Several dozen more wheels appear as soon as you raise your arm.

Hey, I thought of something to say: "Oh shit."

Sword in hand, your conductor's baton, you aim them at me. The wheels fall at once, piling up and pushing me to the ground. Each one feels like it's crushing my bones, but I don't focus on that. Through my Soul Gem, I sense some of the wheels hit the shield and annihilate it. I don't hear any screams of pain. I don't hear a damn thing.

Not her. Oh God, not her.

"Kyoko-chan!" she finally yelps. She sounds perfectly fine, more concerned about me as opposed to her own well being. Always worrying about others... I can see why Sayaka was always so protective of her.

With a mighty yell, I push the wheels off and leap to my feet, swinging my spear around a few times for show. I'm tired, I'm sweating. This battle is taking a lot more out of me than I thought it would. Could an emotional connection with the witch be why? Is it because I was doing my best to actually hold back for once, desperate not to kill? I don't know.

I shake my head furiously, snapping back to reality.

"Hey," I breathe exhaustedly. "Don't worry about me. I'm hardly breaking a sweat." I smirk, wanting to wipe the sweat off my brow. I'd rather not be obvious about lying out of my ass though, so instead I reach for my side, which I realize is screaming in agony. "You should keep calling out to her," I whimper as I take my hand away from the sore spot and grab my spear with both hands. In a single motion I slam it to the ground, summoning another shield around Madoka.

How long has it been? I've felt this in my dreams; a strength to share this fire deep inside
It may be tragedy, but I won't mind since I have you by my side

I hear her scream out again, that Madoka girl. But her words don't seem to reach you. Would they ever? Do witches even have a consciousness? Can they understand? Are they aware in the same way we humans are aware (and we Puella Magi are human, no matter what Kyubey turns us into!)? I wonder, or rather I hope, would it be better if I was the one screaming those words out?

It's for you that we're doing this, Sayaka. I hadn't cared much about the ideas of peace and justice for a long time, but then you came along and ruined everything. For God's sake, just listen to her! Madoka's your friend! Your best friend! She cares about you! Why else would I have brought her here, risked her life? To turn you back, to hear you spout those nonsensical words of heroism again!

I guess that means I care too, huh? Well, I do! I want you back! If you realized that you were letting me see you like this... I mean, like this... let's just say I would deserve everything you're able to throw at me!

And Mami... oh God, what would Mami think? With you as this monstrosity? Don't you even care anymore? You wanted to emulate her; she was your idol, wasn't she? She was mine once too, you know.

I'd chosen my path. It was my choice. How about you, Sayaka?

Just by thinking your name, the symphony's sound seems to tense up. The music fills me not with despair or hope but determination. Beneath it all though, there is a melody. It's hardly audible so as I charge in for another attack I don't quite notice it, but it subtly makes itself known. My mind is overcome with it, its eerie cuteness contrasting with the bombastic sounds echoing throughout the halls. It irritates the hell out of me.

But that irritation reminds me of you. Of course it does - there's nothing more irritating than you. I laugh as I spin in mid-air, knocking away another wheel. So let me tell you something Sayaka, because I don't remember mentioning it before. What I want... I take. And I want you back to normal, goddammit! I'm gonna make you normal again!

I charge in for another attack, dodging one wheel, and then another, but my reflexes seem slower than usual. As I dance my way around this uneven battleground, as your attacks keep coming, knocking me senseless, I picture you crying. You admitted that even you had selfish desires, and were truly gripped by despair. You felt you were no longer worthy to be a hero. I could see it in your eyes, even before your Soul Gem exploded.

It aches to even think about it. This physical pain doesn't even compare to that ache.

So please don't shed a tear, I beg you not to sigh; it never crossed my mind we'd disappear.
Let's take a breath and laugh at death; our dreams still seem so clear...

I can only stand here silently, being knocked back and forth as you do to me what I must have done to you. We tried to kill each other when we first met, remember? I thought you were too soft, that you were a wuss. But no matter how many times I beat you down, you always stood back up like an idiot.

You're angry. You feel like you can't forgive yourself. I get it. But I beg you; please wake up when you've had enough of this to satisfy you. Please.

Another wheel hits me, colliding with my chest and knocking me back into my shield. I feel the air leave my lungs, blood spraying from my mouth, and suddenly the shield behind me collapses. Madoka almost falls forward, her cries turning hysterical. Huh. I hadn't even noticed she stopped calling your name.

As we try to help each other back to our feet, you reach down and grab her. I sure wish that it was because you remembered her, that her words had finally reached you, but I know better than that. That'd be too good to be true.

The sound of bones cracking, and the melody suddenly disappears. You're choking her.

My eyes widen in horror. You're choking her. Your best friend, who begged you to remember, who called out your name, and you were choking her.

"Sayaka!" I spat in fury, leaping high into the air. Swift as lightning, I slash your arm off. A blue goop floods out of the wound and against my instincts I began hoping, hoping that my half-baked idea would be a reality, that your Soul Gem would fall from your gushing wound and we'd have you back.

It doesn't. It won't. Should have known.

How can I make you see that you were wrong, that I was wrong? That there were still people here worth protecting, worth saving? How, dammit? You believed! You believed, as I once did, that you could use this power to make people happy!

A hint of courage comes and goes because it's all a lie; this dream unravels once more
I hold on 'til my vision fades since I know I'll fall as quickly as I did before...

Before I can scream this at you, you swing your sword and slash the ground below. Everything seems to crumble around us. I vaguely take note that I'm airborne, struggling to tell up from down, watching as swirls of blue and red mix but never bleed into each other, unable to move as I free-fall for what could have been a lifetime.

For the first time in my life, I feel completely helpless. My thoughts leave my mind.

I instead imagine you, the real you, sitting alone. I don't know where you are; I can't see anything past the blur of my imagination, the bright light that wasn't really there, but I see you. You're crying. Suffering.

And as you suffer, the witch you (the you that isn't really you) gets even more powerful. There was no way I could come out of this alive.

Please God... if this is how my life ends... let me see a happy dream, at least once.

I lay there on the ground. The melody restarts in my mind, and again it irritates the crap out of me. But there was nothing I could do about it. Honestly, I don't even recall landing.

Suddenly, a familiar whoosh. I look up, and see a dark-haired girl, dressed in a white and purple school-girls' uniform, holding an unconscious Madoka. The hints of grey and black weren't noticeable pressed against the floor, but I knew who she even before her violet eyes looked at me. Always the hero, Homura. Arriving at the last minute to save your damsel in distress.

Just in time, too.

I pull myself up with my spear, my every muscle burning. "It was stupid of me to bring her along," I admitted. "Get her out of here."

"Kyoko," she muttered. I looked over and saw her usual calm face frozen in shock. She wanted to help me, at the very least so that I would be able to help her. After all, without me what would happen to the city? Walpurgis would be in Mitakihara before long.

I was angry at her before. I didn't know if I wanted to help her anymore. But she wasn't a bad person. She had a good heart. I knew she just wanted what was best... for Madoka.

Nonetheless, I can't help her anymore no matter how much I might want to. I have a more important issue to attend to.

I close my eyes and focus, and when I open them a shield erupts, shutting off her side completely. Just her and Madoka and the only way out of here. I smile as warmly as I can and repeat to her what she told me.

"You can't take care of her and fight because you'd get us both killed." I look away. "I'm sorry I got her mixed up in my stupid plan. Get her out of here." I cough a little. "Just focus on what you care about the most… and protect it to the end."

I turn one last time and nod. A sense of understanding crosses her face. Regret, too. But thankfully she doesn't argue with me and without a word she disappears once more.

There's no one here but us, Sayaka. Don't worry; I'm not going to leave you alone.

If you're still here, then I'm here too; we'll take a leap of faith, it's not our fault we stayed a while
If'I still have hope, it's all because of you - who knew I'd be glad to see your smile?

I throw my spear down and reach to my chest. Carelessly, I pull my Soul Gem off, cross-shaped broach and all, and I kneel to the ground, putting my hands together as if in prayer. My Soul Gem begins to burn my fingers, my palms, but I don't slacken my grip. I lower my head, eyes barely open.

The ever-present orchestra finally begins to reach its climax, the melody in my mind disappearing entirely from memory. And as it reaches its zenith, I notice your shadow. Silent. Unmoving. I wonder, what was stopping you from killing me? Maybe it's because of the silence. Perhaps your witch form isn't quite used to such a lack of sound? Or maybe you knew what was coming. Gone was the orchestra, the music that once filled your soul. I wonder...

I think back to what Kyubey said. He never once told me that it was actually possible, nor did he say any variation thereof. I'm pretty sure that he was dodging my question entirely, manipulating me to try and save you for his own means and ends... and hey, I have to thank the little rat for that. It wouldn't matter if he did try to stop me because I'd have still tried, if only just to see your eyes burn with that heroic intensity again. It would have thrown me off guard if I wasn't, you know, me. Always wanting me to change. Ha! I laughed at your silly ideals, how you swore you wouldn't follow my ways, my choices. As if you could change me...

But you know what? You did change me. Only a few days ago, I would have laughed at you, laughed at how the mighty hath fallen! Ah ha ha! Hell, if I saw myself as I am now, then, I'd laugh even harder – who the hell do I think I am, thinking to myself words of heroism and sacrifice and love, trying to sound all cool like some damn superhero? Trying to save a damsel in distress because I…

Wait… love?

I never...

I don't...

Surely, surely …

I could have cried. No. It was love, or at least the closest thing to it that I had left. I loved this girl. I loved this girl, the most goddamn annoying girl in the entire goddamn world, the girl who did everything in her power to change the very fabric of who I was, until with a final tear she finally gave up on who she was. You were an idiot, but I'd decided not so long ago that you were my idiot! Never got to see me change, did you? Didn't even know that you were the one who brought about such change!

We changed each other… and I'm so goddamn sorry, Sayaka.

"It sucks, doesn't it, Sayaka?" I whisper. "Being alone?" My hands begin to burn like hell, but I refuse to slacken my grip. "It's okay though, because I'm here with you…

"Sayaka."

One look in your eyes was all I'd ever need for me to choose to make these feelings known
And even though we're gone, we'd lost ourselves, this place still feels like home

As tears roll down my face, I act. It doesn't matter now. Nothing matters. I open my eyes and with nothing left to lose I shatter my soul and drown myself in crimson.

Sudden, explosive, a burst of power unmatched by anything else. If this didn't work, I highly doubt that anything else would - I put everything I was, and everything I ever would be, into that one single moment. Homura was fast, so I knew there would be nothing holding me back.

But as sudden as the red came, there was now white. And though I hadn't seen my life flash before my eyes - what life did I have really, as a Puella Magi? - I knew that my attack worked. I was gone and you with me, fallen angels in a lonely abyss.

Damn it to Hell, this place is bright though! Beyond bright even – the sun had NOTHING on this place, but my eyes didn't burn from the intensity of its light. I couldn't comprehend this place – I couldn't feel my legs, though I knew they were still there. I was aware that I was back in my regular clothes. I touched my face and tried to feel. I couldn't, or at least not in the way I used to.

I looked around. I knew this place somehow. Didn't I just imagine you were here?

I look over my shoulder, and there you were just as I predicted, sitting all alone in this strange plane of existence with your back towards me. But there was something different this time. There were no tears, no sobs to break the silence, or whatever this was. The way you sat, how awkwardly your back arched… it was as if you were expecting someone.

This place… I could only hope it was Heaven, but wherever this was I knew I wanted to start over again. This might be our only, my only, chance to try. I instinctively reached into my jacket. I came prepared, though I didn't quite know if my preparations would follow me into the dark.

I would call your name until the very end; it hurts that you won't answer or believe
That all I've left inside, this part of me, made a promise not to leave

Ah! Found it! Umaibo, and still whole in its wrapper! I had given one to Madoka not a while ago, my attempt at making friends. She was so nice. I understand why you acted so protective of her. She accepted my offering of course, just in time for you and me to die.

You rejected my offering days ago. And it hurt – you have no idea how much it hurt. I wanted to cry then, and I haven't cried since I lost my parents all those years ago. That's why I bought this. You knew I had stolen the apples – you couldn't accept them, being who you were. But would you reject me again, after all the effort I went through to get this one gift just for you?

Pssh, I don't care. The first thoughts in my head popped in there instinctively. If you didn't, then I'll just eat it myself. More food for me, right? You don't have to accept my food... or even learn to accept me! But I knew deep down that I would care. I'd crack and break into pieces so miniscule I'd blow away, dust in the wind. I'd have faked like nothing was wrong of course, and probably give you more trouble than you might be worth, but I'd rather have sacrificed myself a thousand times over than have to go through such an experience, least of all by you.

I reached out my hand to offer the tasty treat, much like I did only days ago. The melody popped back into my head – it was annoying before, but here it was nice. It fit. I wonder if you'd think me crazy if I asked you about it… but then you'd probably always think I'm crazy. That's fine by me.

"Hey. Want some?" My mouth never moved, but in this place my words, my thoughts, seemed to resonate. They echoed into nothing, but they were there in the open. Glad to know that my voice was still as rough as it was in the real world. A hint of hesitation though – that wasn't there before. Was my fear so obvious?

You jumped at my voice and turned to face me. Your eyes were just as I remembered them – sapphires sparkling in this brilliant light. I can't put into words how amazing it felt just to see them again. But they were wide, uncomprehending. Do you even remember who I am? That would suck – stuck with someone for all of time, someone who didn't even know me.

"Kyoko…" Your voice was quiet, but it was you nonetheless. I held back tears of joy, which is something I have never had to do before. Oh Lord, how many of my firsts could this girl become?

There was a moment of silence, a silence that roared deafly in my ears. Here I was, and here you were. What was the problem? Why weren't we moving? Why was this taking so long?

But then a mischievous smile crept onto your face, and slowly you reached out your hand. A toothy grin spread across my own as my heart did a few somersaults in my chest – I wondered quickly, could it beat so hard and still be so silent? But then you missed the wrapper, ignoring the food altogether. Your eyes were on me and me alone. My mouth opened to question you but you had already grabbed me by the hand, knocking the Umaibo out of my grasp. With a surprising gentleness, you pulled me down to join you.

I felt like the most important girl ever. Happiness seemed to explode inside of me. I don't think I've ever truly heard your laughter before – what a beautiful sound it made, a sound that we made together. I forgot about everything else – even the Umaibo. Ha! Nothing could be further from my mind! We held each other close, our hearts beating together in perfect symmetry. It was a beautiful sound, and it complimented that melody perfectly.

So here I am with you. I'll always be with you; as long as I'm with you, I'll be just fine
Take my hand and together we'll see that we can leave it all behind...

Though I'm sure we'd see everyone else someday, that's not important right now. Nothing matters, not anymore. I'm with you now... I'm home.

A/N: So… I've been in love with this show for a little while now and in the last few days I've been COMPLETELY AND UNHEALTHILY OBSESSED WITH IT, particularly with the Kyoko/Sayaka relationship and the fanfiction they tend to inspire. There were so many wondrous works to read, I wanted to write something that could equal them! And so, this was my attempt.

The lyrics, if you didn't guess from the title, are an adaptation of Kyoko and Sayaka's character song which on DVD and Blu-Ray is the ending theme for episode 9. I tried to adapt the lyrics, make them fit better, make them more sing-along-able for those who English is our natural speaking language. Took me forever, and many rewrites to fit as perfectly as possible, and I do apologize for skewing the actual translation. I believe it works better for me now though since EVERYTHING IN THIS FANFIC IS TECHNICALLY ORIGINAL

I do apologize if there are moments of wordiness or if parts seem out of character. That seems to be a terrible curse of my writing. I did try though. So please, honestly and harshly critique this. Tell me how it makes you feel. Did I do this scene justice, even with the creative liberties I took?