It doesn't seem so bad, truly. Actually, the thought of being a magical girl seems quite glamorous at the first glance; with the fancy outfits and the fantastic weaponry and whatnot. The only downside is to fight evil, and even that sounds like much fun. But, it's not at all what it seems. Everything will spiral downwards when something in your life goes wrong and you want to change it for the better. You'll make a simple wish, yes, an innocent one and, in a flash, everything is wonderful and becomes sparkles and giggles.

But your life actually takes a turn for the worst instead for the better. Your soul ends up being contained in a small, fashionable trinket and if you're not careful, you'll turn into evil itself. You'll lose your friends, one by one, and you'll travel through time and time again to save them. Hope remains in your heart throughout your travels, but in reality, you know the light is dimming faster and faster as time progresses.

With the strange hallucinations that once surrounded them slowly fading away, the blonde held up a small, black trinket, smiling. "Here," Mami called. She tossed a tiny, grey object towards Homura. The always cold, but solemn girl caught the Grief Seed, and clutched it in her hand. "It's for you." Homura simply nodded as she looked at the three girls standing before her. They all looked the same as they did in the past, their looks never changing as she travelled through time.

"Thank you," Homura replied, putting the seed in a place where she would not forget. The three girls across from her smiled. "I'll be on my way, then." she added, pushing past them.

"Wait!" Madoka called after her. "You should join us!" Homura paused, glancing over her shoulder. No matter how many times she did this, they always asked her to join them. To be their friend. She would accept, but she had more important things to attend to; a mission of her own.

"Sorry," she declined, turning back to face the hallway ahead of her. "I fight alone." She began walking down the rest of the hallway, reaching for the door when someone pulled her back.

"You don't have to fight alone, you know. We could fight together," Mami offered, smiling. "It's harder fighting alone, don't you think?"

"It's dangerous, especially for those who don't fight." Homura replied, giving a stern glare to Sayaka and Madoka. Mami took a step back, her smile fading away, and sighed.

"As long as they keep at a safe distance while they're watching, they should be fine," she clarified. "Come on, just join me. At least for one fight." Homura sighed, crossing her arms.

"One fight," she agreed, presenting her index finger to everyone. "If, that is, you promise to leave me alone after that." Mami nodded, giggling and rushed over back to her friends.

"Did you hear that? Homura is going to join us!" she cheered. Sayaka and Madoka exchanged glances, grinning at each other.

"Homura is so cool!" Madoka voiced gently, looking past Mami to see her.

"Definitely not as cool as Mami, though!" Sayaka teased her pink-haired friend, leaning on her a bit. Homura smiled softly, watching the three girls laugh along with each other. She opened the door, which opened with a creak, which abruptly interrupted the girls' laughter.

"Where're you going, Homura? We can all walk home together." Madoka offered. Mami nodded in agreement.

"Yes, we should walk home together. We of all people should know it's not safe to be alone; not with witches lurking about." she added, stepping forward. Homura paused in her steps, thinking for a minute.

"You fought alone before, Mami Tomoe, correct?" she questioned.

"Yeah, but…"

"Then how is it any different from me simply walking myself home?" Homura continued. "I agreed to fight side by side with you for one time. Is that not enough to make you happy?" Homura claimed. In that moment, Madoka could have sworn she saw the transfer student giving her a glance; one filled with sadness. Mami frowned and bowed her head, apparently oblivious.

"Fine, we'll leave you be," Mami relented. "Just promise us that you'll meet us by the mall tomorrow, okay? We can start our hunt for witches there."

"It's settled then." Homura closed the door behind her. The three girls exchanged concerned glances at each other before leaving the abandoned building.

I've watched my friend die several times before my very eyes. Each time I see the light dim from her eyes, it numbs my emotions more and more. It doesn't stop my mission, however. I am determined to free my friend from the wretched chains of magic, and some day, she will be free from the curse. And my own suffering will be put to rest.

"You think I'd be a great fighter?" Sayaka asked, munching on her sandwich. Madoka and Mami nodded simultaneously, grinning ear to ear.

"You'd be fantastic, Sayaka!" Madoka cheered.

"You've got enough spunk and determination in you, I know it. Just think how fantastic you'll be once you've made your wish!" Mami added. Sayaka rested her chin in the palm of her hand.

"Hmm, maybe you're right," she replied. "I think I have a wish in mind too." Madoka giggled.

"I had a feeling you were thinking it over for the longest time!" she cheered.

"Well, who couldn't after seeing all the cool things Mami can do! What kind of weapon do you think I'd get?" Sayaka continued. "It'd be so cool if I had guns and firearms like Mami!" she added, pretending to hold a gun and firing it.

"To me, you don't seem like the type of person to use fire weapons, Sayaka Miki. I'd see you using swords, or some type of blades." Homura interrupted, sitting in front of Madoka.

"Really? You think so?!" Sayaka replied. "That's cool, I guess."

"Fighting witches is not cool. It's dangerous, and you should be more careful," Homura reminded. "All of you need to be careful." She only wanted to protect Madoka, but her words applied to everyone, just this once. Sayaka pouted, leaning back in her seat.

"Party pooper." she mumbled. Homura sighed, crossing her arms.

"I know what's best," she explained. "I've been a magical girl longer than any of you. I know how it all works." Sayaka leaned forward a bit, eager.

"Really? How long have you been fighting witches?" she wondered, taking a handful of fries off of her plate and attempting to shove them all in her mouth.

"Too long." Homura answered. Mami gave her a sad smile.

"That would explain why you seem so nonchalant all the time, Homura," she remarked. "You seem to carry a lot of emotional baggage for a girl our age," Homura remained silent, leaning against the table and letting her chin rest in the palm of her hand."Care to share a story with us?" Homura shook her head, turning away slightly and looking by the window.

"I can't," she replied. "It's not something you need to be aware of. I'm just here to protect..." Her voice trailed off as she began to remember all the timelines she had got to go through, for Madoka's sake.

"Sayaka!" Madoka called, breaking Homura out of her trance. "We should go find Kyubey so you can make your contract!"

"No!" Homura snapped as she stood up, causing Madoka to flinch at her sudden, loud protest. "No, please don't." Homura added, practically begging, causing Mami to question the time traveler's true intentions. "As for you, Mami Tomoe, I have several pieces of advice to give you," Homura continued, ready to change Mami's fate if that meant Madoka wouldn't have to contract. Mami slowly nodded, letting Homura continue. "In a few days, a witch egg will appear by the hospital. You'll have to be extra careful against this one." Mami narrowed her eyes.

"And how do you know this exactly, Homura?" she questioned, leaning forward.

"This leads to my second piece of advice. You just have to trust me." Homura continued, ignoring Mami's question. The stoic teenager closed her eyes, as Sayaka clenched her fists in anger.

"How are we supposed to follow you blindly?! We're not machines!" Sayaka argued, grinding her teeth in anger as she stood up. "Whatever, I'm leaving; Kyosuke is waiting for me. You're coming, right, Madoka?"

"Sayaka, you don't need to shout at her." Madoka said quietly, trying to calm down her friend, only to be answered by silence and a glare from Sayaka. "I think I should go too. I'm sorry, Mami, but we won't be able to come with you tonight." She bowed, following closely behind Sayaka and leaving the Puellae Magae together. Mami sighed and glanced at Homura.

"Now that we're alone, Homura, won't you accompany me for tonight's hunt?" Mami proposed, flashing a smile. "Or will you leave me alone like you did yesterday?"

"A promise is a promise," Homura murmured. "Besides, I have yet to reveal the third piece of advice. With Madoka gone, I finally can. Do not push her to contract, Mami Tomoe." Mami raised her eyebrows.

"That's an odd request." she replied. "Why don't you just tell her directly, though? I mean, that hardly has anything to do with me. You know too well Kyubey most likely has already approached her. Besides, Homura," Mami's smile faded, as her tone grew more serious. "Why don't you tell me what you know, since Madoka and Sayaka left? You trust me, don't you?"

"Alright. But promise me that you won't say a word to them." Homura began. Her tale wasn't short, and it took hours to explain to Mami everything she had seen with her very eye. With each passing moment, Mami grew more and more depressed as she listened to Homura's words. She found herself believing Homura considering she was aware of the powers the solemn girl possessed after all.

When Homura finished, Mami gazed at her in shock. "You...mean to tell me that you travelled through time, and that you've seen all of us die multiple times?" she asked. "This explains so much, Homura. And so, despite all of the tragedy you've seen, you still want to save Madoka?" Mami then smiled. "You're a true friend, Homura. If only Madoka knew what you're doing for her."

"She mustn't know," Homura stated. "She mustn't ever know; not until I'm sure she's safe from despair."

"What do you mean 'despair'? Do you really think being a Puella Magi is that dreadful?" Mami asked.

"I know what I've seen, Mami Tomoe, and my eyes don't deceive. There's nothing joyful and cheery about being a Puella Magi," Homura stood up from her seat. "If you can believe my words, then we'll be able to defeat Walpurgisnacht together."

"Walpurgisnacht…?" Mami let the word roll on her tongue, before standing up as well, as Homura was slowly leaving. "Wait, what's Walpurgisnacht?"

"I'll explain soon enough," Homura answered. "But first, we need to check on Sayaka Miki and Madoka; I want to be sure neither of them form a contract with Kyubey."

"You're worried about Sayaka as well?" Mami questioned, following after her partner."I thought you were just worried about Madoka."

"Sayaka Miki has had a cruel fate in every timeline I've seen," Homura muttered. "I want to at least try to save her. Just once."

"Despite what you let transpire by your everyday demeanor," Mami complimented. "You have a good heart. You should be like that more often." Homura sighed, stopping in her tracks.

"That's not the point…" she mumbled, her voice trailing off. "Enough talk, we should hurry up and find them. I'm worried." The two girls hurried out of the building, looking everywhere they could to find their two missing friends.

"Wait…I think Sayaka Miki mentioned her friend…Kyosuke, is it?" Homura remembered. At that, Mami nodded.

"I think that's right; why?" the blonde replied. "The thing is, I'm not entirely sure where Kyosuke might be. They seriously could be anywhere."

"Has he been sick recently?" Homura asked, looking over her shoulder.

"I don't really know, I don't know Kyosuke at all." Mami replied, looking everywhere as well. "I wish Sayaka would've told us where exactly she was planning on going. Though, I know we don't really have the right to know, it's her personal life but…" Her voice trailed off in mid-thought.

"We don't have time to worry about such matters. Their lives are at stake here, Mami Tomoe!" Homura snapped, turning around. "Think! Where does Sayaka like to go? Perhaps you've overheard her say it before." Mami took a step back, keeping her head low as she thought.

"I have no clue, Homura! Stop bossing me around! Panicking won't solve a thing!" Mami hissed. Homura bit her lip, looking away from the other.

"Fine; we'll go to the hospital. That's where he was last time, anyway." she muttered, leading the way.

"Homura? Mami?" A meek voice echoed in the alley behind them, as Madoka entered into view of the duo.

"Oh, thank goodness…" Mami let out a sigh of relief, as Homura grabbed Madoka's shoulders rather forcefully.

"Where is Sayaka Miki?" she asked.

"S-she was right behind me…" Madoka replied, timidly. "I guess she's still with Kyosuke…maybe she wanted to be alone with him…"

"Then where's Kyosuke? Was Kyubey with the two of you at all while you were with him?" Homura continued to question.

"Why would you ponder such baseless conjectures, Homura Akemi?" The incubator asked with its natural, expressionless voice. It stood on Madoka's shoulder, staring at Homura and Mami with its usual blank stare, waiting for Homura's answer. Homura slowly let go of Madoka's shoulders, letting her arms rest at her side.

"I'm not forced to give you answers, Kyubey. Just let it go and let me do my job." Homura replied, sternly. Kyubey continued to stare at her, leaning forward a bit closer to her face.

"Something tells me you're hiding something," it continued. "You can trust your friends, can't you, Homura Akemi? You can trust me as well." Homura took a deep breath and turned her attention back to Madoka.

"Madoka, can you take us to where Sayaka and Kyosuke are?" she asked, gently. Madoka nodded, smiling.

"I sure can," she answered. "You can follow me!"

"Why are you so interested in Kyosuke Kamijou, Homura Akemi?" The incubator continued its questioning frenzy, wanting to learn more about the freelance she was. "Do you want to kill him, just as you tried to kill me?" Madoka gasped, taking a step back from Homura.

"You tried to kill Kyubey?" she asked. "Why would you want to kill Kyosuke or Kyubey?" Homura sighed again at that.

"Don't listen to him. Kyubey is just trying to separate and control us by manipulating our minds." Homura explained. Madoka shook her head.

"I don't believe you. Kyubey isn't a bad person, and neither is Kyosuke!"

"I won't kill Kyosuke. I'm just trying to stop Kyubey from approaching Sayaka and him. Don't let Kyubey shower you with its lies."

"I'm not lying, Homura Akemi," Kyubey stated. "I never lie. I cannot lie, for it's counterproductive."

"You're making baseless conjectures, if you prefer me to use your over-analytic wording," Homura sighed. "Madoka, please. If you won't take me to Sayaka, can you at least tell me if she's made a contract at all?"

"Oh, thank you for reminding me, Homura Akemi." Kyubey hopped off from Madoka's shoulder, scurrying away into the hospital. The thought of shooting Kyubey crossed Homura's mind, but she knew all too well that the sound would attract too many people. Madoka and Mami followed after Kyubey into the hospital, Homura hesitating for a few moments before following her friends. The race against time was eventually won by Kyubey, as it was the first to reach Kyosuke's room.

"Madoka? I thought you left…" Sayaka began. She froze once she saw Homura and Mami standing in the doorway as well. "What are you two doing here?"

"I'm here to make sure you don't contract with Kyubey," Homura explained. She glanced over at Kyosuke, who was sitting in his bed. "Sorry to be rude, Kyosuke, but this is important."

"I'm sorry, do I know you?" The boy turned to the girl, raising an eyebrow. Homura shook her head.

"Don't mind us," Sayaka smiled at him, before pushing all her friends out of the room, taking out her anger at Homura in particular. "What the hell do you want?!" She hushed angrily.

"Please, don't pick a fight, Sayaka! She's not here to bother you!" Madoka tried to calm her friend down, as Homura easily pushed Sayaka's hand away from her collar.

"Then what is she here for?! She's been getting on my nerves!" Sayaka hissed. "What do you mean you came here to 'make sure I don't make a contract with Kyubey'? I've already done that!"

"You fool!" Homura shouted. "Why did you contract?!" Sayaka glanced over her shoulder.

"Because I'm a caring friend! I care about Kyosuke!"

"You're an idiot! Have you thought it over?" Homura continued, before Mami pushed them apart, trying to calm things.

"What did you wish for, Sayaka?" Homura snapped.

"None of your business." Mami effectively separated them, before they went to fight with their fists.

"I'm wondering that too, Sayaka. If not for Homura, you can tell me and Madoka, right?" Sayaka sighed and waved her hand, gesturing for Madoka and Mami to come closer to her.

"I wanted to help Kyosuke, so I wished for his hand to heal."

"You've made a dangerous wish, Sayaka," Mami hushed, "You've made a wish for another person. That's going to lead you to your downfall." Sayaka rolled her eyes.

"What do you know?" she asked.

"I know that I've lost my parents, Sayaka. Wishes that aren't well thought out, like yours, are not good." Mami reassured.

"Well, it's not like I can fix what's already done," Sayaka turned to Homura again. "Whatever you had planned for me, you're too late, transfer student." Homura turned on her heel and began to walk away.

"You two promise me that you'll help me protect Madoka, then," she offered. "If you two care about your friend so dearly, the least you can do is that." Mami and Sayaka exchanged glances with each other, and nodded. Madoka stood far behind them, trying to listen to their soft murmurs, but could not hear their voices with the loud beeps and noises coming from Kyosuke's room.

"We'll do our best, Homura," Mami agreed. "We'll help you protect Madoka. Won't we, Sayaka?" Sayaka grumbled under her breath, looking angrily at Homura before shaking her head, and proposing her hand for Homura to shake.

"I accept. But if you try to pull any funny business, it's over, without any chances of me forgiving you." Sayaka agreed. Homura shook her hand, before nodding and smiling slightly.

"Good, it's a deal then," she affirmed. Madoka smiled again, walking up to them and covering their hands with her own pair.

"That's fantastic! Maybe one day I'll join you…" Madoka whispered, daydreaming. Homura shook her head.

"No, you have to stay safe, Madoka." Homura muttered. "You mustn't contract with Kyubey. Not ever." Madoka frowned.

"Why not? I'd love to join the three of you and fight witches. Isn't that the point of friendship; we stick together."

"Yes, Homura Akemi, why not?" Kyubey appeared again, standing on Sayaka's shoulder.

"One of my friends should stay safe; I've lost too many to bear another loss of a friend." Homura answered.

"But you don't care if Mami and Sayaka are in danger?" Kyubey asked.

"It's already…" Homura began, but stopped herself, choosing her words carefully. "Mami's fate was inevitable. And you already pushed Sayaka, so what can I change anyway, except preventing Madoka from contracting?"

"How foolish, Homura Akemi. You know she's bound to contract, since I entered her life. You won't be able to protect her all the time. Well, I have to meet somebody. Let's say your mission will be…compromised." Kyubey left, under Homura's wary eye, until it was completely out of sight. Sayaka glanced at Homura, who cursed under her breath.

"What was that about?" she asked.

"Don't worry about it." Homura replied, simply. Without uttering any other words, she left the three girls behind.

They never listen. The information I can reveal to them is limited, and I wish I could tell them all I've seen, all I've done just for them. But they never listen; they're so reckless, so immature. I wish that just for once, they'd listen to my voice as their conscience instead of their own ignorant minds.

Night had already fallen by the time the incubator had come across a red-headed girl sitting on the edge of a building. The girl turned around to face Kyubey's expressionless face, smirking as she nibbled on a piece of pocky.

"You've come so quickly, Kyoko Sakura. Faster than my calculations, at the very least." Kyubey stated, walking around her. "Mami Tomoe hasn't died yet."

"Yeah, well, you called me here, after all," Kyoko replied. "So, whatsit that you want, Kyubey?"

"I need you to keep an eye on Homura Akemi. She's been bothering me lately, and I can't approach her without drawing suspicion." It paused, sitting down next to her, gazing out over the city. "I think you might be able to go and take care of her for me."

"Huh, that's it? Well, don't you worry, Kyubey," Kyoko smirked, finishing her pocky and rose to her feet, standing over the edge, her gaze watching the town before her carefully. "Homura Akemi's good as dead."