Episode 1: Faust and the Secret of the Rayblood

The Day Walpurgis Night Attacked…

Modoka could only watch helplessly as Rayonix attacked her friends while he was under the corruption of all the negative energy he'd absorbed up until now whenever he purified the Soul Gems to prevent her friends from becoming Witches. At first he'd assumed a red-eyed, black-red form and attacked Walpurgis Night, dealing massive damage to the Super Witch with his energy blast barrage. Victory seemed to be imminent for them until he suddenly turned on them all.

Rayonix Burst Mode was being restrained by Mami's ribbons and Kyouko's chains but he managed to break free. Mami then fired upon him but his armored body deflected the shots and he snapped her guns. He looked about ready to kill her when Sayaka slashed him in the back, earning his attention. Sayaka broke her swords each time she tried to cut Rayonix and was sent flying by a punch. Kyouko attacked viciously thrusting her spear at Rayonix but he ducked under a thrust to the head and slammed his fists into her stomach, knocking her violently backwards. Homura shielded Madoka as the others tried in vain to neutralize Rayonix.

And in all this time, Walpurgis Night was destroying the city.

'Madoka,' Kyuubey spoke to the pinkette, 'You're this city's only hope.' As deceptive as Kyuubey was he was honest whenever he explained himself. He knew Madoka had potential to be both the most powerful Puella Magi and Witch on Earth. That was why he wanted her to make a wish and contract herself to him. Homura was trying to prevent that and so was Rayonix, but now with everyone in danger and knowing how selfless Madoka was, she would ultimately make a wish to save everyone.

"Kyuubey, Incubator, grant me this wish!" Madoka declared.

"Madoka, no!" Homura denied as she tried to stop her friend from making the same mistake she'd tried to stop so many times before. Rayonix rushed towards Homura and she launched a rocket into his chest that sent him flying via an explosion. "Madoka, no!"

"I'm sorry, Homura-chan," said Madoka. She saw her friends hurt and Rei was suffering. "I love my friends and family. If I have the power to save everyone then I will do what I have to do."

Homura sobbed, "Please…don't do it."

"I wish to protect everyone!" Madoka wished and Kyuubey accepted her wish. Her Soul Gem was created, shining brightly. The light was so powerful that it caused Rayonix to scream as the negative energy and darkness in him was purged away, changing him back to human form.

The others could feel the warmth of Madoka's light and rose up to see Madoka transformed and armed with a bow and arrow. The arrowhead was blazing with pink energy and her desire to protect everyone. She had it aimed at Walpurgis Night and without hesitation she released the arrow which flew like a comet towards Walpurgis Night. The arrow hit its mark and Walpurgis Night screamed as she was obliterated.


Several Months After Walpurgis Night...

"You know I blame you, right?" Homura asked.

Rayonix sighed, "Yeah, I know, you keep telling me that, but can we please talk about this later after we deal with this Witch?"

"Fine."

Homura and Rayonix had found a Witch's Barrier and entered to confront the Witch within it and now they were dealing with a huge serpent-like being with a scorpion-like tail and spider-like legs. It lunged at them, fangs bared and the two dodged out of the way, the wooden platform they stood on shattered to pieces.

The creature was the Witch in question named Anabella and she was out for blood. Her Barrier resembled a forest with dead trees and a black sky with no stars. Her Familiars took on the shape of various vermin and were annoying to deal with until these two finally found the Witch.

With her magic, Homura summoned an AK-47 and started firing a spray of bullets at Anabella, causing the Witch to hiss in pain. Rayonix, meanwhile, was focusing his energy to finish the Witch off. His arms glowed and he leveled his gaze at the Witch before putting his arms in the L-position and firing a beam of blue energy at the Witch's head. There was a series of explosions that spread all over Anabella's body as she shrieked before the entire Barrier shattered, leaving both Homura and Rayonix standing in an abandoned factory.

Homura picked up the Grief Seed left behind by Anabella's destruction and pocketed it before holding out her Soul Gem to Rayonix. "Here," she offered. Rayonix removed his Ray Buckler from his belt and held it over the Soul Gem, absorbing the darkness that had tainted it. Once all the darkness as removed the shine of Homura's Soul Gem was restored fully.

Homura and Rayonix then turned back to normal, the former dressed in Mitakihara Middle School's uniform while the latter turned back into a human boy with brown hair, green eyes, and dressed in a red jacket with blue jeans.

"Look, I know you're mad about Madoka making that wish," said Rei.

"I dedicated my life to prevent her from becoming a Puella Magi after I made a promise to not let it happen but it happens anyway," Homura said coldly, "And all because of you."

"Hey, I was trying to save your lives!" said Rei defensively. "Sayaka, Kyouko and Mami are all alive thanks to me. You were just too focused on saving Madoka to care about them!"

Homura grabbed Rei's jacket, "Don't you ever say I didn't care about them!" She let him go.

"But you care about Madoka the most," Rei countered, fixing his jacket. "I, of course, cared about all of you. I mean I gave up my existence and my name so I could get this power." He showed her the Ray Buckler which split open to reveal Raymon on the screen.

"Yes, Rei did give up a lot in exchange for his wish and I think everything turned out well enough," added Raymon.

"But Madoka and the others are still doomed to becoming Witches. Remember when Mami broke down?" Homura reminded.

Rei frowned. He remembered how Mami had mentally broken down and screamed hysterically. She had tried to shatter her own Soul Gem so that she wouldn't turn into a Witch. Fortunately, Rei was able to assure her that he would not allow that to happen to her or anyone. He had the power to purify their Soul Gems so there was no fear of them ever 'maturing' into evil Witches.

"And you were almost too late to save Sayaka," Homura added.

"I made it just in time," Rei retorted. "At least my pep-talk worked."

Sayaka had been depressed because after she found out that Puella Magi became empty shells with their souls trapped in the Soul Gem, she didn't think she was human anymore or good enough to be with Kyousuke. Rei managed to tell her his story where he too gave up his humanity so he could help them. She was still human in the sense that she still had her soul and feelings. It didn't matter in what manner she existed in. She was still human.

"I'll give you that," said Homura, "But now Madoka's going to be obligated to follow through with her wish and protect everyone. She can't do it alone."

"She doesn't have to. She has us," said Rei, smiling. "Say, have you seen Kyuubey around lately?"

"Not since Walpurgis Night," Homura answered.

"I don't trust that little furball," Rei frowned. "He's up to something. He's probably tricking some innocent girl into becoming a Puella Magi without giving all the details as usual."

"I stopped trusting him a long time ago and I doubt the others trust him anymore either. But we all know Madoka will give him the benefit of the doubt."

"That's our Madoka for you. She's just too kind for her own good. That's why she's too innocent to be a Puella Magi."

"At least I don't have to go back in time now," Homura commented. "Oh, and see you later." She walked off, leaving Rei alone with Raymon.

"Do you think this world is better than your old one?" Raymon asked.

"The girls are alive, and that's good enough for me," shrugged Rei as he put his hands in his pockets. He then walked over to his motorcycle and got on before putting on his helmet and racing off.


At the same time, in a neighboring city, a Puella Magi in a green outfit with green hair was sprawled on her back in exhaustion. She had just defeated a powerful Witch but now her Soul Gem was beginning to crack. It had become too tainted as a dark aura was escaping from it. "Please…I don't…I don't want to die…" she pleaded. At that moment a crimson ball of light appeared before her. "Are you…an angel?" she asked hopefully.

"No," the ball of light spoke malevolently before entering the Soul Gem. The girl screamed as her back arched while her Soul Gem flashed crimson. She could feel herself losing consciousness before her eyes closed and her body became lifeless. Her Soul Gem which had been black from corruption was now glowing bright red. The girl's eyes suddenly snapped open and she rose to her feet before stretching.

"Mephisto-sama was right," the girl said as she flexed her fingers. "These bodies are amazing." She examined her Soul Gem, "And such dark power. I want more." Her eyes glowed red and she took off into the night like a crimson bolt of lightning.


The next day, Rei sat in class. Being in this town also required him to go to school. Fortunately, he was enrolled by his benefactor and put in Mami's class. The blonde girl smiled and greeted him demurely but Rei knew she was still a bit troubled about the truth about Puella Magi and their connection with Witches. However, it shouldn't become something to despair over. Fighting for one's humanity should motivate not discourage Puella Magi. Falling into despair is the first step to turning into Witches.

Kyouko, who he knew was poor and homeless, did not go to school with them. Sure, she could use her magic and trick the people in charge into thinking she was a student but that was just too risky and may exhaust her magic. Yet another factor that turned Puella Magi into Witches. The use of magic diminished the shine of a Soul Gem and when it became too dark and tainted it would shatter to reveal a Grief Seed which would give birth to a Witch.

Fortunately, they had Rei to count on so that wouldn't happen. The lunch bell rang and Rei felt a hand on his shoulder. "Oh, Mami-san," he said.

"Would you like to join me for lunch, Rei-san?" Mami asked.

Rei smiled and accepted the invitation.


Mami took Rei up to the roof and he saw Sayaka, Madoka and Homura sitting together having lunch. "All we need is Kyouko," said Rei and he felt hands cover his eyes.

"Did…someone call my name?" asked Kyouko and she snatched Rei's bento out of his hands.

"Oi!" Rei shouted as he chased after her and she laughed while keeping his bento out of reach. She opened it up and grinned at what he had. "Now this looks good." She popped a meatball into her mouth.

"Hey, get your own lunch!" Rei shouted as he chased the redhead around.

"So noisy…" groaned Sayaka, annoyed as Mami sat with them.

Mami observed, "I think this is just their way of playing with each other."

"Yeah, Kyouko makes him nuts and steals his food and he threatens to laser her," Sayaka joked.

Homura still wore a frown and looked to Madoka who stared at her Soul Gem. The one thing she tried to stop from happening had happened and there was no way of changing things unless she went back in time. However, Homura could risk making things worse. And what if Rei wasn't there when she traveled back in time?

Rei managed to grab his lunch from Kyouko and tossed her something. "Here, catch!" he said. Kyouko caught the yakisoba and unwrapped it.

Rei sat down with the rest of the girls and ate lunch with them. "So, has anyone seen Kyuubey?" he asked.

"That weasel?" Sayaka frowned. "Not since Walpurgis Night."

"I still can't believe he deceived us all," said Mami.

"Believe it, sister. All he cared about was using us to collect energy. He was planning on us becoming Witches from the start," said Kyouko, feeling betrayed. Then again, she had learnt not to trust Kyuubey ever again.

"It just shows never judge a book by its cover. Even evil can exist inside a cute and fuzzy package," said Rei. He took out his Ray Buckler. "Girls, hold out your Soul Gems please. I want to run a scan."

The girls obeyed, holding out their Soul Gems. Rei pointed the points of his Ray Buckler at the Soul Gems and the readouts appeared on his screen.

Mami: 10%

Kyouko: 25%

Sayaka: 5%

Madoka: 0%

Homura: 10%

The percentage showed how much darkness had accumulated in each of their Soul Gems. Seeing as Madoka's didn't have any, this meant she hadn't used her magic since the last purification. That was another way a Puella Magi could avoid from becoming Witches. If they didn't use their magic then their Soul Gems wouldn't be tainted.

"Mami, Homura and Sayaka's are pretty low on the darkness count," he studied. "But Kyouko…you need to stop using so much magic."

"Hey, you try being me!" Kyouko snorted.

"You could crash at Mami-san's," Rei suggested.

Mami said, "I'd be happy to let you stay."

"Sorry, but I'm independent," Kyouko said confidently.

"Confident, penniless and homeless," Rei listed. Kyouko gave him the finger and he rolled his eyes.

"Still, even if the darkness percentage is low, it is wise to purify them," said Raymon. The Ray Buckler absorbed the darkness within the girls' Soul Gems, restoring their full brightness.

"Yeah, we don't get turned into Witches but you might go psycho on us again," Kyouko commented.

"As long as I don't get mad I won't go berserk," Rei promised, "And if I do, I'll use it all up on the Witch instead of you girls."

"A comforting thought," said Homura.

"Well, that energy needs to be used for something," Rei shrugged. He looked at his Ray Buckler's screen, "Now, I wonder if they're any Witches or Familiars we can hunt nearby?" His eyes went wide and he stood up quickly. "There's one in the gymnasium!"


They all ran down to the gymnasium and entered. Using his Ray Buckler, Rei opened up the Barrier and went inside, followed by the girls. Kyouko just wore a confident smirk as she boasted, "Leave this Witch to me."

"That cocky attitude can get you killed," stated Rei.

"Hey, if you lose confidence you lose your life," Kyouko countered.

The Witch's Barrier looked like a carnival at night but it was warped like some kind of madman's fantasy. Clowns, which were the Witch's Familiars, danced around them. These Familiars surrounded them and Rei quickly took out his Ray Buckler and called out, "Rayonix Reload!" The screen flashed and he was enveloped in light.

The girls also followed suit and transformed as ribbons of light wrapped around their bodies, forming into their Puella Magi outfits. The color of their costumes matched their hair and they each pulled out their respective weapons.

The Clown Familiars attacked immediately, throwing knives at them. Kyouko and Sayaka deflected the knives with spear and sword respectively, working together in harmony unlike their initial meeting. Mami summoned her rifles and fired, taking them out, as Homura summoned pistols and fired as well, blasting holes into their heads. A Clown Familiar with springs for arms lunged but was destroyed by Madoka's arrow. Rayonix didn't have any weapons. He didn't need them. Red energy surrounded his hands and he lashed out, destroying the Familiars as they exploded.

Rayonix wasn't just with them as support. His Ray Buckler allowed him to monitor their Soul Gems and the rate of corruption. If anyone of them entered the danger zone he would act quickly and purify their Soul Gems before they turned into Witches. If he was too late there would be no chance of saving them.

"Alright, let's find this Witch!" said Sayaka as she hefted her sword.

"Now you're talking," said Kyouko. "The one who kills it first gets the Grief Seed."

"This isn't a competition," Homura frowned.

"Party pooper," Kyouko stuck her tongue out at her.

"The Witch should be in that big tent over there," said Rayonix as he pointed to one which was the biggest. It was decorated with random spots, stripes and zigzags. Rayonix and the Puella Magi cautiously entered the tent which was dark inside before spotlight lit up all around them. The interior looked like circus tent with seating set up around them. In the very centre of the tent's floor was a Ferris wheel made of bones and the very centre was an inverted female face covered in scars and sharp teeth. The Witch let out cackles as it spotted them. The Ferris wheel collapsed into bones which then took the shape of a humanoid with the Witch's face in the chest. The body had no head.

"Scatter!" Rayonix ordered and the girl leapt away. "Don't waste time! Finish it off!"

"Don't need to tell me twice!" shouted Kyouko as her spear collapsed and then shot forward at the Witch's legs, binding them and causing it to trip. Sayaka was next as she produced several copies of her swords and shot the like darts, pinning the Witch down. Madoka, Mami and Homura aimed with their respective weapons; a bow and arrow, a pair of rifles, and a rocket launcher. Madoka's arrow was sent flying, hitting the Witch. Homura's rocket followed along with Mami's shots. The Witch exploded and was destroyed, leaving behind the Grief Seed.

"Looks like this is Madoka's win," said Rayonix as he picked up the Grief Seed.

"How come?" Kyouko asked.

"Madoka's shot hit 0.5 seconds earlier than the others," Raymon explained.

"And to the winner, goes the spoils," added Mami.

"I'm getting the next one," said Kyouko.

"You do know we don't have to compete for Grief Seeds anymore, right?" Sayaka asked, referring to Rayonix's ability to purify their tainted Soul Gems.

"Yeah, but I like competition," Kyouko retorted.

"Um…does anyone notice anything strange?" asked Madoka. The Barrier hadn't disappeared yet.

"Yeah, we destroyed the Witch. Shouldn't the Barrier go along with it?" asked Kyouko curiously.

Something wasn't right and Rayonix asked, "Raymon, what's going on?"

"It would appear that another party has hijacked this Barrier," said Raymon.

"Hijacked?" Mami questioned.

"That's right," a new voice said and all eyes turned towards the direction. A spotlight shone towards the seats and revealed a girl with green hair tied up in buns on the sides of her head. She wore a green Chinese top with tight black pants, combat gloves and boots. She was reclining in her seat with her feet propped up on the backrest of the seat in front of her. "Welcome, Puella Magi of Mitakihara City."

Homura frowned, "Who are you?"

"Homura, wait," said Rayonix as he stopped the dark-haired girl from advancing. His eyes were focused on the greenette. "Who are you?" Rayonix asked.

The greenette stood on her feet and said, "You could say we're family," as she revealed her Soul Gem. It then released a burst of dark red light that blinded them all. When the light faded, they opened their eyes which went wide at what they saw.

"No way…" uttered Kyouko in disbelief.

The green Puella Magi had transformed. Now she was a he in a black-red bodysuit with a silver cross on his chest. He wore red gloves and boots on his black half and black gloves and boots on his right half. He sported the Dark Soul Gem in the centre of his chest. His silver helmet has a short fin on top that is between a pair of gazelle-like horns.

"That looks almost like Rei-san," said Madoka.

"Of course," the unknown figure said, now in a male voice. "He and I are brothers."

Meanwhile, a familiar white creature with beady red eyes was watching from the shadows with great interest.

"Brothers?" Rayonix questioned.

"Have you forgotten what you are? I guess being on Earth for so long messed up with your memories." He looked at the girls behind Rayonix. "Hm, they must be the cause then." His hand lit up with a black and red fireball and he hurled it at them. Rayonix reacted quickly, erecting a blue shield of energy and the fireball slammed into it before dissipating.

"Who are you?" Rayonix asked.

"You may call me Faust of the Rayblood," answered Faust and he suddenly appeared right in front of Rayonix. The blue and red Rider grunted as he was punched in the stomach. "Just like you," Faust added before he sent Rayonix flying upwards with an uppercut and leapt up to blast him into the seats with a roundhouse kick. An explosive crash followed where Rayonix landed roughly in the seats and Faust shook his head in disappointment. "How sad. You've grown weak, my brother." He was suddenly shot in the chest. That shot was followed by another, and another, and another. Mami was producing, shooting and discarding guns in quick succession. Sayaka and Kyouko were also on the attack as Sayaka thrust her blade at Faust. He caught it in his hand and snapped it in half before sending Sayaka flying with a punch. Chains wrapped around his other arm and he turned to see Kyouko grinning while Homura was holding a Gatling gun. The dark-haired girl fired and smoke began to cover Faust as he was being shot at rapidly.

"Madoka, now!" Homura shouted and Madoka summoned her bow before taking aim. She pulled and released an arrow of pink light into the cloud of smoke. There was an explosion and Kyouko withdrew her chains which went back into her spear's shaft.

"That's that," said Kyouko confidently as she shouldered her spear.

However, when the smoke cleared, Faust was revealed completely unscathed, shocking them. "Is this all you are capable of? Pathetic." A dark red and black aura radiated from Faust's body before it exploded, blowing the Puella Magi off their feet. Suddenly, he was kicked in the face by a red boot and was sent flying before crashing into the seats as well.

"Leave my friends alone," threatened Rayonix. "Raymon, what is status of the girls' Soul Gems?"

"Mami's Soul Gem is at 40 percent corruption, Kyouko's is at 30 percent, Sayaka's is at 33 percent, Madoka's is at 24 percent and Homura's is at 31 percent," Raymon reported.

Rayonix frowned and ordered, "Everyone, stand down! Don't use magic on him!"

Kyouko opened her mouth to argue but Rayonix stared her down to silence her. He was only acting out of their best interests.

Faust hovered in place and flew up, followed by Rayonix who soared after him. They shot out of the top of the tent and began a midair dogfight. They hurled energy balls at each other which missed but caused collateral damage around them as the energy balls destroyed the other structures in the Barrier and the Familiars which still existed despite their Mistress' destruction. Rayonix shot at Faust with a punch but the dark warrior dodged and hit Rayonix in the back with a kick. Rayonix spun around and caught a fist to his face before burying his fist into Faust' stomach. The two broke apart and fired beams of energy at each other which connected explosively before hurling them both back to the ground. Rayonix smashed a carousel to pieces when he crashed into it while Faust smashed apart a rollercoaster which collapsed when he hit it.

"Rei-san, don't give up!" Mami encouraged.

Rayonix recovered and got back to his feet. A black beam grazed his arm and he hissed in pain before Faust got in his face and grabbed him by the throat. Rayonix tried to pry Faust's hand off his throat but the dark warrior only tightened his hold. Black orbs gazed into fading yellow ones as Faust was squeezing the life out of Rayonix.

"Show me your true form, brother," Faust demanded but then he doubled over as Rayonix planted his foot into Faust's gut. Faust's grip loosened and Rayonix followed up with a heel kick to the jaw before flipping backwards and landed on his kick. Faust stumbled backwards, massaging his jaw. He also began to feel exhausted. "Damn this body," he cursed. He'd already used up too much energy and his Soul Gem was starting to flash rapidly. He then flew up, vanishing into a hole in the barrier.

"Hey!" Rayonix shouted as the Barrier started to collapse. The girls all ran over to him to see if he was alright.

"Rei-san, are you hurt?" asked Madoka.

"I'm fine," said Rayonix, patting his chest, only to regret it after letting out a moan of pain, "Or not…"

"Yeah, but I bet the other guy is worse off," said Kyouko, grinning. "We saw him turn tail."

"I guess I should count myself lucky," said Rayonix as he returned to human form, gripping the Ray Buckler. "Now, I think it's time for you girls to have you Soul Gems cleaned."

As Rei began to purify their Soul Gems, Madoka asked, "Rei-san, what did he mean when he called you his brother?"

"And what's a Rayblood?" asked Sayaka.

'I can answer that,' a familiar voice was heard in their heads. Rei frowned and turned to see white figure that stood on all fours walking out of the shadows.

"Kyuubey…" murmured Rei.

Homura had a sniper rifle aimed at Kyuubey, the thin red beam pointed right between his eyes. "Give me one good reason why I shouldn't do this."

'Because it would be pointless as I exist as one of many,' answered Kyuubey.

"Sounds like a pretty good reason to me," quipped Kyouko.

"Doesn't mean I can't try," said Homura as she started to squeeze the trigger. She would hunt each and every Kyuubey if she had to in order to wipe him from existence. It wouldn't be the first time she tried.

"Wait, let's hear him out," said Madoka.

"Madoka, are you kidding?" Sayaka gaped. "Let Homura put a few holes in his body." Madoka cringed at the image.

"But he says he can tell us about the Rayblood," said Madoka.

"And you trust him?" Rei asked, frowning.

"I…no…I don't. But he never really lied to us. He just never told us the full truth," defended Madoka.

Sayaka snorted and spoke sarcastically, "Yeah, I mean why would he tell us if we never bothered to ask?"

'Exactly,' agreed Kyuubey.

"That was sarcasm you little hairball!" Sayaka snapped.

"Kyuubey, what do you know about the Rayblood?" asked Madoka.

'The Rayblood were an extraterrestrial race thousands of years more advanced than humans here on Earth. They were a Spartan-like race as well who valued power and strength above everything else. They soon discovered that negative energy could increase their power exponentially. However, this had the unplanned side-effect of turning them into savage, bloodthirsty, berserker-like warriors as a result. Being driven by the side-effects of negative energy, the Rayblood went all over the galaxy to find opponents to fight and started entire wars just to feed their bloodlust. They became feared as one of the most notably savage races in the entire cosmos. They were eventually confined to their home planet as punishment for their crimes. It didn't take long for them to turn on each other and caused their own extinction,' Kyuubey explained. 'If you don't believe me, ask that friend of yours.'

Everyone was stunned by the story and looked towards the Raybuckler which displayed Raymon's silhouette image. "Yes, it's true," Raymon admitted sadly.

"But if the Rayblood are extinct, then why did we just encounter one?" Mami asked.

"Well, there have been stories of Rayblood who, upon death, transcend into a higher plain of existence. They became spirits and lacked physical bodies," answered Raymon. "I just never thought I'd meet another one of my kind here on Earth. We rarely ventured to such backwater worlds, no offense."

"Wait, according to Kyuubey you guys were supposed to be advanced, so why did you do something so stupid?" asked Kyouko.

"Just because we were advanced did not mean we were perfect," countered Raymon, "And we paid for our hubris with our lives. That is why I am bonded to Rei. It is so I can redeem myself. It is a condition in my contract."

"The day I made my contract with my benefactor, Raymon was trying to make a contract as well, and he thought it would be a good idea for us to fulfill our wishes and contracts together," added Rei. "I became Raymon's vessel but I would control the body."

"Wait, didn't that Rayblood look like a girl before he changed?" questioned Sayaka.

"Then the Rayblood has found a host," said Raymon. "It's a legendary ability my kind has when they become nothing more than wandering spirits. We can take over a host body and use it as our own, by force if necessary."


Faust had fled into an alley, his body returning to the form of the girl he'd possessed. (In human form, I will refer to Faust with the name of his host and use the female pronouns) Suzuko Mamiya cursed as she glared at the Soul Gem in her hand. "Even all that negative energy wasn't enough for me to go all out. I didn't even last more than five minutes!" Maybe it was time to jump ship and find a new host body, one with a higher potential of collecting negative energy. Or, maybe she could change her plans in order to deal with Rayonix.

She managed to learn that Puella Magi's Soul Gems became corrupted by magic. If that was the case than she would need to use this body's magic and corrupt the Soul Gem so she could harvest the negative energy for later use. She was stronger than Rayonix but if she couldn't last long in a fight then what was the point?


KAMEN RIDER CHROME: Well, this is the first chapter of the new story. I hope I got all the characters right for those who are fans of Puella Magi Madoka Magica. Also, Rei is an OC I created to change certain key events. Now, we have some new information for you guys. Or just a summary of information that we've learnt today.


RAYBLOOD: The Rayblood were a species of extraterrestrial beings that discovered that negative energy could be used to increase their own power. This, however, has the tragic side-effect of turning them into bloodthirsty and savage warriors, earning them a horrible reputation in the galaxy as monsters. Being driven by negative emotions and energy, the Rayblood would actively seek out opponents to fight. When the Rayblood were prevented from leaving their home planet as punishment for their vicious crimes, it wasn't long before they turned on each other and caused a civil war that wiped them all out. Officially, the Rayblood have been considered extinct. However, there are Rayblood who still exist in a spiritual form and are not at peace even in death.

PROTAGONIST

REI HIKARI/KAMEN RIDER RAYONIX: Rei is 15 and has short brown hair and green eyes. He generally wears a red jacket with blue jeans and black shoes. As Rayonix he is clad in a blue bodysuit with a reinforced silver chestpiece, red gloves and matching boots. His helmet is silver with blue horns and a blue mouthplate as well as glowing yellow eyes. His Ray Buckler is mounted the front of his belt like a buckle. His Burst Mode is black and red and the chestpiece and helmet both turn dark grey with red eyes.

Rei originated from an alternate timeline where he befriended the girls and knew their secret as Puella Magi. However, this knowledge would not save them as one-by-one they perished. Mami was decapitated, Sayaka became a Witch, Kyouko sacrificed herself to destroy Sayaka who'd become a Witch, and both Homura and Madoka lost their lives when facing Walpurgis Night. Despite the city being saved and surviving the series of tragic events, Rei felt guilt and regret for not being able to do anything to help them. Thus, he made a contract with 'The Man in the Top Hat' and gained the powers of Rayonix, bonding with the spirit of an extraterrestrial being known as Raymon as a result. However, the cost was high as Rei would be transported into the past but all evidence of his existence would be erased. It would be like he was never born. However, 'The Man in the Top Hat' sponsors Rei and gave him a place to stay while he sought to complete his mission. Rei would ally himself with Homura to prevent the tragic series of events that took the lives of his friends. Like Homura, he distrusts Kyuubey since he is aware of what the little 'fairy' really is.

Even after his mission is over, his contract is still in effect and thus he still doesn't exist in this world. The Ray Buckler is his only anchor and if it is destroyed he will fade away from existence and all memories of him will be erased as well. Also, 'Rei Hikari' may not even be his real name and is simply a pseudonym he created as part of the contract he made.

Rei transforms into Rayonix using a device called the Ray Buckler which serves other functions besides as Rei's means of transforming. It possesses the ability to purify tainted Soul Gems by absorbing the darkness but it cannot return Grief Seeds back into Soul Gems. The Ray Buckler also acts as tracker which allows Rei to track down Puella Magi, Witches and Witches' Familiars as well as allow him access into a Witch's Barrier. The Ray Buckler can also generate an energy shield to deflect enemy attacks. It can also be used as communicator. Finally, the Ray Buckler is Rei's anchor in the physical realm as part of his contract 'The Man in the Top Hat' voided his existence. The destruction of the Ray Buckler will cause Rei to cease to exist from reality.

But the Ray Buckler cannot transform Rei without Raymon. Raymon is the spirit of an extraterrestrial being sealed within the Ray Buckler which allows Rei to transform into Rayonix by bonding with him. Whether separated or bonded, Raymon acts as Rei's partner and guide in battle and Witch hunting. The powers that Rei possesses as Rayonix were the powers Raymon wielded when he had a body. Originally, he was a savage Rayblood warrior but he sought redemption by making a contract with 'The Man in the Top Hat' and this became sealed into the Ray Buckler as a result.

To transform into Rayonix, Rei would become a vessel for Raymon, transforming into the extraterrestrial's physical form since Raymon does not possess a corporeal body and can only exist within the Ray Buckler. Rei would have full control of his body with Raymon guiding his actions thus Rei's personality is the most dominant. As Rayonix, Rei possesses superhuman strength, agility, fighting capabilities, and the power of flight. He also possesses the ability to perform energy-based attacks. Two of his primary energy attacks are called Rayonix Slash (he absorbs and charges up energy particles which then transform to his arms so he can fire blades of energy) and the Rayonix Ray (a laser beam fired from his arms when they are put in an L position).

Whenever he purifies a tainted Soul Gem, he absorbs the dark energy into his Ray Buckler. This is highly risky as the energy accumulates and has a negative effect on Rei. The dark energy will corrupt him, turning him into Rayonix Burst Mode which is a black-red version of his normal Rayonix form with red eyes. Burst Mode is more powerful than his Normal Mode but is harder to control as a result. He becomes a raging berserker with a bloodthirsty nature and unable to tell between friend and foe, attacking anyone in sight. Of course, Burst Mode will deactivate once the negative energy is exhausted.

ANTAGONIST

FAUST: Faust is an evil Rayblood who came to Earth and learnt about the Puella Magi and Witches. Learning of how Puella Magi's Soul Gems become tainted with negative energy with each use of magic, he sought one out. The Puella Magi was on the verge of becoming a Witch and prayed for a miracle. She mistook Faust for an angel and the evil Rayblood forced himself into her tainted Soul Gem, feeding on the darkness and her soul within. He took up residence in her Soul Gem and took control of her body. He then went in search of more negative energy. Faust has the ability to create his own Barrier or take control of another Witch's Barrier which will remain active even after the Witch's death. The Witch merely acts as bait while he lies in waiting. Since the Barrier is under his control, defeating him is the only way to destroy it but due to his overwhelming power, Puella Magi risk exhausting their magic and tainting their Soul Gems which is what Faust is after. He would destroy the Puella Magi and absorb the negative energy within their Soul Gems before moving on to lure in more prey.

His human host is a green-haired girl called Suzuko Mamiya. Her Puella Magi form sports a pair of tight black pants and she wears a sleeveless, green Chinese top with black fighting gloves and combat boots. Her weapons of choice are a pair of maces that can change size. In her Puella Magi form her Soul Gem takes the shape of a brooch. Her hair is style in ox horns.

Faust's true form is a humanoid in a black-red bodysuit with a silver cross on his chest. He wears red gloves and boots on his black half and black gloves and boots on his right half. He sports his Dark Soul Gem in the centre of his chest. His helmet has a short fin on top that is between a pair of gazelle-like horns.