Author's Note: I do not own Madoka Magica.

Chapter 5: Eye Spy

A couple days passed with less drama than I had expected; Kyoko was doing her own thing, but wasn't seeking anyone out to beat up. Botan had established her father as a raging alcoholic, but he seemed rather reasonable once I had Mami show him the glory of her muskets. Perhaps our motivation helped coax his paternal instincts out; not only did he agree to allow Botan to leave the family home, but "helped out" by shelling out his wallet. It seemed like a lot of money to me at first, but Mami explained the currency exchange rates to the best of her ability. I didn't quite get the concept of yen, but then again I fail at economics.

Botan was nervous at first; having just met us, but Mami had her stay over at her home despite my protests. Mami wasn't going to tell her about my bargain deal with Kyubey, but she apparently knew better than to let me stay overnight with another female anymore. I did make Botan a second cocoon ("Oh, a fancy hammock!") after all. It wasn't my fault that Charlotte bounced into the wrong one during a potty break and nearly caused a magical mishap that was barely avoided by Botan's heavy sleep. That girl can snore. Even if I deserved being reprimanded for nearly breaking our masquerade (I transformed in my excitement, no big deal), everyone knew that it was an excuse to ban me from sleepovers. Madoka shouldn't have slept by a can of whipped cream lying around, dipping Kyoko's pocky in hot sauce was priceless, and Homura just looked adorable when I drew glasses on her sleeping face.

Okay maybe I am an asshole.

At least I still had Charlotte to keep me company at night when it was dark and scary; storms were starting to pick up in Mitakihara City. These thoughts bounced around in my head as I walked home from school with the girls. Madoka was chit chatting with Sayaka as always, and trying to get Homura to warm up that cold shoulder. Mami was lecturing me (again) on magic and explaining why Kyoko doesn't attend school. She left out several details that I figured were personal to Kyoko. It was obvious the two had history, but I couldn't place my finger on it (Probably Mami playing big sister… again). I wasn't going to either, last time I tried I got drop kicked by the blue-head. Our conversation fizzled out when Botan caught up to us, dragging Hitomi by the hand.

"Sayaka!" Botan cried out, leading her green haired princess to our blue haired warrior. The three girls gushed about that guy Sayaka had wasted her wish on and how he was going to return to school in a couple days. I was happy for Sayaka and all, but a gut feeling told me this was not going to end well. All of this talk about magic was starting to irk me, so I eavesdropped on the other conversation. Sayaka's pseudo boyfriend was a rather talented violin(?) player who had terribly injured his hand, and some miracle had healed him. He could return to school, but was bound to arrive in crutches regardless. Judging by their squeals I could tell this guy was a chick magnet, especially since Hitomi looked hard to please.

"So according to the theory on personality and magic, what's your core strength?" Mami's question jerked my attention back to her.

"Uh… I'm really strong!" Mami gave an exasperated sigh. Sure, magic was interesting and everything but we did just come from school. I swear the teacher hated me.

"Your magic seems to augment your physical strength more than usual, which may pertain to your, um, 'masculine' tendencies."

"I have no idea what you're talking about," I replied, sticking a lollipop into my mouth. It was cherry, probably the most delectable of all flavors. Mami stepped in front of me and barricaded the way.

"You're walking funny; your feet are too far apart. Try doing it like this," she instructed by giving a few rather girly strides. Thanks to the change of pace this was actually interesting. I tried mimicking her but tripped on my feet. Mami helped me up and demonstrated again, placing her hands on her hips to emphasize it. This came as rather stereotypical, but I tried again. It took a few more times, but eventually we were walking home doing our girl walk. A few guys in passing whistled at us as we passed by. Mami didn't lose face but look noticeably bothered.

"Hey, aren't you used to it?" I asked her. Her fair eyes focused on me in curiosity. "I mean, I understand that the others are a little younger so boys aren't going to be interested quite yet, but you must have some experience." My introspection managed to get her to crack her signature sympathetic smile.

"My duties keep me too busy to have a boyfriend. Besides, no one interesting has ever confessed to me," she sighed, returning her gaze to our path. Her choice of words interested me.

"Wait, you're not… oh whatever. It's fine to not be interested in boys. I mean, it's a shame, but…"

"Why do you care so much? You're a girl too, boys are bound to like you soon enough," Mami teased with a giggle.

"I don't like boys…"

"What?"

"Oh, nothing!" I anxiously answered with a luminescent blush. Thankfully she didn't hear that. Only a true naïve fool would believe I would switch teams that fast, even if I did change gender with a little magic; which the girls probably suspected in the first place.

"Oh, we're here. Would you like to step in for some tea?" Mami offered, knowing I didn't have much to do. I nodded, intending to ask for help with homework, having only learned a little Japanese writing in the time spent here. Math wasn't too difficult, and history was incredibly hard, but Mami's helped eased the difficulty bit by bit. Fortunately it didn't take long to finish and by the time we did, a welcome knock came from her door.

"Botan!" I cried, running out to hug my friend as she walked in. She staggered, laughed, and squeezed back. Once you got past her daddy issues and poverty, she was quite the happy person. Mami served her up some warm afternoon tea while I helped out with her math homework to score some brownie points. Mami and I had decided not to clue her into the magical girl business after much debate, determining that the city could not sustain more than five (and potentially six) girls at once; Charlotte and Kyubey were invisible to Botan, meaning she had little magic potential and would become a weak magical girl anyway. Thankfully Kyubey had agreed to babysit Charlotte after bribing him with some pie; perhaps her cheery personality would rub off on him while he keeps her away from Botan.

"Hey, Aki, why do you live alone?" Botan asked, sipping her tea from a cute pink teacup. I set mine (white with a cat I painted) down from my lips.

"I'm an orphan," was my blunt reply. Botan took the hint and dropped her train of thought. Teatime ended when the sun was halfway set. It was proper for Mami to shoo out any straggling guests, but she let me stay late because I didn't have anywhere to be. We had set up a makeshift bed for Botan next to Mami's sleeping place, for her continuous stay there. When we had made it, I couldn't help but feel a twinge of jealousy.

"So what are you doing tomorrow, Aki? It's the weekend," Botan asked me, helping Mami put away the dishes while I was cleared the table and packed up my belongings. I thought for a moment.

"I heard there was a school festival on the other side of town at the all-boys school. It's open to the public, so I figured I'd give it a peek. What are you guys doing?"

"Well, we're going too," Mami answered for the two of them. My outlook immediately brightened.

"That's awesome! You want to hang out?"

"Well Aki, thing is, we both have dates!" Botan clapped her hands in announcement. I shot Mami an accusing glare.

"What happened to not having enough time with your duties?" I teased her in an envious tone. She smiled back with a wink. Now that my cleaning was over, I slung my backpack (courtesy of Mami) on my shoulder and headed out into the dead of night. On the way to the warehouse I picked up Charlotte from Madoka's home and got a good report on her behavior. Fortunately she was more than a handful for Kyubey, making him derelict on his contracting duties for the day. Charlotte didn't put up much of a fight as I carried her home, set her in the cocoon, and snuggled up for the night. I discovered a new trick and managed to knit myself pajamas out of silk without actually knowing how to knit. The silk was green and glowed lightly, unlike the cocoon, which was a pale lime color now.

"Big sister, little sister said that the cheesy girl is having a 'date' tomorrow. What's a date?" Charlotte inquired before I had fallen asleep, referring to Madoka (who had similar hair. I didn't know about the 'little' part). I thought for a minute, not knowing where Charlotte's developmental stage was at; with the options weighed, I opted for the safe route.

"It's when two people who like each other spend a day together." Seemingly satisfied, Charlotte fell silent. Then she piped up again.

"Then how is it special? Little sister was really excited, but aren't we always on a date?" I opened my eyes wide at this one. Woops.

"Um, honey, it's when two people really like each other. Like when you have a cheese wheel that's too good to eat and you just keep it around." A nice analogy, if I may say so myself.

"Oh. Do you like anyone big sister? Big sister? Huh? Well?" Charlotte kept bugging me as I pretended to sleep. Eventually she fell silent for the rest of the night, allowing my mind to rest and drift off to oblivion.

Today was going to be a good day starting with a good morning stretch out of the cocoon. Today was the day I would hunt my first witch solo AND go to the festival. My soul gem was starting to get a little dirty from my little magic outbursts, making it about time I replenish myself. It was too early to go hunting however, so on to the festival! My heavenly abode was closer than Mami's, but it was quite a walk across the city to reach the school. The school was a boarding school, one of those stereotypical ones you'd imagine when you think of Japan. Despite my stereotypical outlook, the festival was quite exciting. Hundreds of people were walking around, checking out each attraction every class had set up. My first stop of course, was breakfast.

As kind as Mami was, I didn't want to completely mooch off her, so I made today's pocket change from the profit off selling silk scarfs and socks. I didn't know how long they'd last, but the luxury and smooth texture was enough to warrant a decent price. The rice ball purchased tasted delicious as I looked for something exciting to do. Of all food this side of the planet, rice was definitely top on my list. That goes for the other side too.

I wandered to a haunted house and paid a small fee to walk in. It was rather crappy with bed sheet ghosts and cheap jump scares. Next stop was the cosplay café. For a minute I thought I was going to see maids and everything (sorry, I'm American, remember?), but forgot that this was an all-boys school. There were samurais, butlers, and I swore I saw an oni get a tip from someone's grandma. I sat down and ordered some coffee so psych me up from the butler, top hat and everything, who was trying the "cool guy" persona to earn some tips. He was nice enough, with deep black eyes and a pale complexion, but I wasn't into the conversation. I admit he'd make a nice butler. A stroke of bad luck passed and I spilled some coffee onto my casual dress. The brown stain did not match well with the creamy colors. I panicked and tried to wipe it off but only got it on the hem. Mr. Butler swooped in and grabbed my wrist to stop my panic. Surprised, I stopped and allowed him to lead me to the back room to wash up.

A ninja, busy filling orders from the waiters, whistled at us as we passed by. I was going to retort but the butler delivered a swift kick to his knees, stifling his amusement. The butler handed me a wet towel to wipe off my clothes with, and politely turned around. I sighed in relief, having met the first courteous guy in weeks. The stain was hard to get out, but a few tries got it to recede and eventually fade. I handed the butler the towel and faced him.

"Um, thank you. I don't know what to say," I told him, nervously twirling my orange hair. An odd sensation welled up in me. I was usually a jerk, but something inside me made me feel nice.

"No problem! I don't mind helping out a cute girl," he replied, rubbing the back of his head. His left arm lowered into the air as he noticed something about me. "Oh, stand still," he ordered, reaching toward me with his raised arm. I closed my eyes instinct. His finger poked my cheek; I opened my eyes to see him sucking on his finger. I tilted my head in confusion, slightly flustered and confused.

"You had rice on your face. Don't worry, I got it." He declared, waving his finger.

"Tha-tha-thanks," I stuttered, getting red in the face. He leaned toward me and I backed up onto the wall. For a minute I thought he was going to trap me with his arm or something to my worry.

"Can I have your number? You seem rather cute, and I don't have the chance to meet with a lot of people, so I'd like to get to know you," he said, beaming. I sighed in relief, and then remembered.

"I don't have a cell phone. Can I have yours?" He gladly consented and wrote on some paper his number and address for me. He waved me goodbye, having to get back to work. Once I hurried out of the café I looked at his writing and learned his name: Kazuki. I felt rather mixed about this, and was about to throw it away…

"Hey, what's with the huge grin?" A familiar voice cried out. I jolted and shoved the paper in my silk purse I had brought along. Approaching me was Botan with Mami in tow behind her. With so many people here I thought I wouldn't run into one, let alone both of them. Botan was wearing a jeans and a hoody while Mami wore an elegant yellow summer dress; they were obviously dressed up for their dates, Botan even had her hair in a side-ponytail. I peeked behind them, looking for any classy looking guys.

"Oh, nothing!" I laughed, "Where's the lucky guys?" I made an obvious show of searching for their dates to hide my anxiety; I did not want anyone to get the wrong idea. For some reason no guys were behind them, nor approaching us from any direction. Scratching my head in confusion, my eyes drifted down to their hands, clasped with one another. The gears in my head began turning.

"Wait, are you guys..?" My stuttering drew a small, nervous smile from Mami.

"We just wanted to go to the festival together. I hope you don't mind," her words, laced with honey, tried to calm me. My face began heating up again. I could understand why she didn't invite me, but they didn't have to lie about it. Before I blew up, I released a long, drawn-out sigh to calm myself. I owe her a lot, both as a mentor and a friend; a little space wasn't too much to ask for. I turned around to leave, blowing the two a kiss, and left the festival. Or tried to.

At the front gate of the school, my pocket grew warm. Shocked, I reached into it and pulled out my soul gem. Luckily I was out of sight of any onlookers thanks to a nearby tree. My orange soul gem was blinking warm light, signaling the presence of a witch. I cursed my luck under my breath; I did not need this right now. Judging by the speed of the flashes, I was barely in range to detect it, meaning backup probably wouldn't arrive. It was about time I take on my first solo hunt anyway, plus the action would clear my mind and cleanse my soul.

The barrier took some time to find, but eventually I found the entrance hidden inside a shack at the very edge of the school's boundary. It was small and rundown, the wood completely rotten and falling apart; one wonders why no one has knocked it down, but it was completely perfect for a witch's lair. I walked into it and shut the door behind me, then faced the entrance that shined in my presence. The rune was gibberish but the image seemed to depict a black ball-like mass surrounded by squiggly heat waves. Whoever designed these needed to take a class in menacing, the sheer simplicity was ineffectual.

A hop, a skip, and an extravagant gesture summoned my outfit and weapons for battle. Usually I took a moment to pose and admire my green/orange layered lolita dress, but I was too irritated to care. I wasn't angry at Mami, just merely annoyed for being blown off like that. I shook my head to clear my thoughts. Gulping down my nervousness, I hopped through the barrier.

Inside the barrier was strange, like any and every witch barrier. Mami couldn't explain why witch's barriers were so oddly designed, but theorized that their magic was similar and created barriers to suit their powers and motives. This witch's barrier was wide open in darkness, appearing to be a chamber of sorts with marble pillars erected randomly. The witch and her familiars were nowhere in sight, so I walked up to one on the marble floor and inspected it. Tacked onto the pillar was a painting, with an extravagant frame. The painting itself was pitch black with white lines, depicting broken glass or something similar. On another pillar was the same one, but with red color seeping out from the white. Each one was the same as the last, but with one different detail. The last one I came to, in the middle of the chamber, had nothing but black paint on it. It was larger than the rest, obviously important to the witch. Caution aside, I laid my hand on it.

With amazing reflexes, I jumped back ten feet as a black mass erupted from the painting and bit with glowing white fangs, the air my hand had been a moment ago. Every painting around me began convulsing as familiars oozed out them, resembling distorted humanoids. One came close to me before I shot it with my cannon, resembling a shadow of a person with long stringy hair. They had no features, no clothes, just the shadow of a human and large shark like teeth. The witch seemed to be the largest of them all and was still emerging from its painting, merely halfway. I gulped, realizing that this was probably the largest witch I've seen. I quick spun a barbed whip from my cannon and began slicing familiars in half, left and right. They kept coming, more and more emerging from the paintings.

The witch screamed, having left its painting in its hunt for prey. It resembled a giant ball with a huge mouth, nothing but teeth like the rune depicted. It appeared to be made of black paint, or miasma as one would say. The teeth were scary enough but the utter size of the witch daunted me. On any other day I'd turn tail and run, but…

"You know what? I'm having a bad day and you're just pissing me off! Bring it on witch!" I screamed, circularly spinning my whip like a mace and using careful word choice. The witch screamed back, and tendrils protruded from its mass and rushed toward me. I jumped into the air and retaliated with my own attack. Surprisingly enough, the miasma absorbed my whip and began pulling it in! I quickly cut off my whip and spun another, harder version. Keeping the barbs, the new one resembled a spear, which I flung. For a minute I thought it had cut through the witch, tearing a hole, but tendrils jutted out from the wound and repaired the witch. The size of the witch guaranteed accuracy, but damaging it was a harder question.

During my leap, a quick tendril reached me before I could react and wrapped around my waist. The witch, using its awesome strength, slammed me against the pillar hard enough to break it in half. Its grip loosened and I fell in the rubble. I haven't noticed it until now, but the chanting familiars always speak was getting louder…

Before the mantra would ingrain into my brain, the witch attacked. This time I dodged the miasmic tendril. A crater in the marble was left behind, the rubble completely disintegrated. I gulped, realizing how high power this witch was. Completely immune to physical weapons, self-repair, and enormous levels of strength. If it weren't for their lack of fortitude, each familiar could be mistaken as a lower witch. Using some magic, I boosted my muscles and hid behind a pillar with a quick burst of speed. Thanks to my training I could buff myself with my magic, like how Mami augmented a baseball bat.

Mami! She would know what to do! Her muskets and ribbons could probably tear and wrap this witch apart in seconds. Unfortunately she was out of range... Hearing the sound of the air being ripped apart, I leaped just in time for my pillar to be blown apart by another swing. This witch needed to be taken down before it could hurt someone. I gritted my teeth and assumed a ready stance; however my head began to split.

"ノー愛は愛していません. ノー愛は愛していません. ノー愛は愛していません,"the chanting grew worse and more audible. The voices sounded Japanese, true Japanese, the familiars were piercing my language veil and assaulting my mind.

"Get. Out. Of. My. HEAD!" I screamed, charging up my cannon with an insane amount of magic to create a silk bomb. Leaping high into the air so I could aim, I fired the bomb at the witch, which blew into several sticky tendrils and dissolved several swarming familiars. The witch began steaming a little bit, my silk having a corrosive chemical added to it; Mami taught me how to combine my weapon and specific magic together, often by showing off her Tiro Finale. The chanting softened for a moment, and then came back even louder. I tried shutting it out but the psychic static was too much to ignore.

A tendril shot at me again, but was more sluggish than usual. I easily dodged it and leaped off it to land on the ground. Blood began trickling out of my nose from the psychic mantra I was exposed to. More and more familiars emerged from the paintings; black sludge born from the dark canvas. A quick peek at my necklace reminded me I was at half power. This battle was going to end soon, one way or another. I readied another spear.

Out of nowhere a tendril wrapped around my waist, pinning my arms to my sides. The witch had snuck up behind me! Or at least one of its tendrils did. The witch brought me forward to its center mass as I wriggled desperately. The uncanny teeth spread as the witch gave me an incredibly demonic smile, black drool bleeding out of it. I was sure it was going to eat me, but its mouth never opened. Rather, I felt an odd sensation in my body. My veins began freezing as my blood ran cold, my teeth chattered as I felt drained of all heat. The energy left my body until I could barely move my head, let alone my body. I glanced down and saw as my soul gem began to deplete, slowly growing black. The witch began convulsing, dim orange orbs traversing through its tendrils like electricity. Each tendril began shifting shape, becoming more jagged and varied like my weapons. As my magic and stamina drained, resisting the familiars' chant became impossible. My body went limp, and my mind was almost lost to eternal bliss when a single voice pierced the oblivion.

"AKI!" screamed my cherished friends' voice. My eyes snapped back open to see Mami running toward the witch transformed, Sayaka and Kyoko in tow. Kyoko had been rather hostile toward us at first, but something about Madoka and Sayaka had soothed her high spirits over the last few days. Also helped that she got to beat me up at least ten times by now. Each of them was wielding their signature weapons and were fired up, prepared to beat this witch. The witch held me up higher to keep me out of the way and continue its power draining. It drew out three tendrils and shifted them into claws; each one engaging a different magical girl in battle. My consciousness drifted off and on, making it hard to observe the fight.

"Let go!" Someone screamed. I meekly opened my eyes to see the three of them caught as well, being thrown and tossed about. I tried to warn them, but opening my mouth was too much of a labor at this point; after that I fell into a slumber. Darkness that inhabited my retinas rippled and revealed an image as the mantra screamed into my brain. I was above the witch, watching the battle above in an out of body experience. Sayaka had managed to break free with her swords being a convenient cutting tool. Kyoko was still stuck as Mami made progress by shooting the witch with a barrage of muskets. She needed time and space to do her finisher, a move needed to take down a witch this size. A glow of a corrupt orange color with specks of yellow and red miasma gathered around the witch. Mami's magic ribbons were useless to the witch, but Kyoko's magic was probably the fuel for my sudden scrying ability.

Mami finally broke free with her ribbons and began a full-on musket assault. Kyoko finally got her spear positioned perfectly and followed suit, escaping the witch's clutches. I could only watch as the two veterans and rookie parried the witch's blows and retaliated. Sayaka had to focus more on the familiars, but Kyoko and Mami were unparalleled in battle, completely ignoring any harmless (in comparison) familiar. I had never seen Mami fired up before; it kind of made me scared. Her cream eyes were usually calm or dull, hiding internal emotions, but the battle had conjured a fire within. Mami was very noticeably pissed.

"Tiro Finale!" rang her battle cry, signaling her signature move as she conjured a sizeable musket and enlarged it. With grace, beauty, and courage Mami fired her final shot at the center of the witch to slay it. Unfortunately the unspeakable happened.

The ethereal vision faded as I slowly woke up in the real world, still grasped by the witch and still weak. My hair was flailing to the side as if a rough wind was blowing through it on a cold winter day. Wind cut my cold skin at high speeds as the tendril holding me was moved. I slowly opened my eyes and time slowed down as the realization dawned upon me. Soaring toward me was the signature magic ribbon bullet.

The witch had shielded herself with my body in cowardice. Maybe it was the nerves or my magic, but I had time to say my final words.

The bullet gashed through my left eye, tearing through my skull in pure agony. I barely noticed as I fell down thirty feet onto the floor, ragdoll and screaming. My vision blurred red as the inhuman mantra increased in volume once more and tormented me as I lay broken on the ground. A feeling of utter helplessness enveloped me as I endured psychic assault and a broken body, unable to move and lacking the energy to try. Every bone felt broken, every muscle torn, no chance of having normal eyesight. The only thought I had was the wish for the pain to finally end.

I laid there for what seemed to be an eternity; the pain was too agonizing to allow unconsciousness. Thought after thought flickered through my brain: my days as a teenage boy in San Francisco; pulling pranks on the local churchmen; a certain brown-haired girl. The other girls, my friends who had welcomed me into their strange world, too found their way in. Mami in particular dominated with her grace and familiarity. A memory of a day spent training flickered by, a remembrance of hard work. However, the flashbacks were soon ended by a warm sensation throughout my body.

"Shh, it's going to be okay," a nurturing voice cooed. I hadn't noticed, but my mouth seemed to be screaming. It closed in response. Soon enough the agony subsided into a throbbing pain, the mantra no longer in my head. Darkness dominated my vision, but I could tell Mami was the one holding my head on her lap. A snippet of conversation bounced between individuals, enough for me to catch that Sayaka was healing me. I gripped the ground with my hand to feel grass and rotten residue, the same as the shack I had passed through.

"Were you able to beat it?" I asked her softly in a defeated tone. Embarrassment was the least of my concern, I was just exhausted. Mami chuckled.

"Yes, just barely. We used the grief seed on you because of the urgency, but it only kept your soul gem from going completely dark. You're going to need another."

"Are you going to be okay?" I asked, and received no answer. Summoning all my willpower, I painfully managed to open my one good eye.

Mami's soul gem was completely black.

Hopefully that different enough to please. Thus this concludes the "Orenji" story arc out of three total, because frankly I know everyone hates OC's or at least ones turned into main characters. However I never guaranteed there won't be others, but the focus of the story will begin to set on someone else. Can anyone guess who Botan is? HINT: She's actually not an OC (technically).