Upon entering Kriemhild Gretchen's labyrinth, Mami, Kyoko, Sayaka and Hitomi were treated to the sight of yet another recreation of Mitakihara City. This time it was the dead of night, with Homulilly's familiars patrolling the streets and the skies. Strangely, none of them seemed to notice the four magical girls, instead just wandering about the city in endless loops. "Typical Homura." Sayaka commented.

"I don't get it." Mami said. "Why does this look like Homura's labyrinth? I thought that was Madoka's witch out there."

"Well, it was and it wasn't." Sayaka replied. "This whole 'Nexus of Despair' place is most likely just Homura's labyrinth repurposed into her own personal Hell. The shadow we saw is just a mental reconstruction of Madoka's witch form. Homura never fought the real thing, she just reset the timeline whenever Madoka became a witch. Looks like she filled in the blanks with stuff from her own labyrinth."

"I just wish she'd learn a different tune already." Kyoko quipped.

"Not likely." Sayaka replied. "She spent years redoing the same few weeks over and over. I'd imagine she's pretty much stuck in her ways at this point."

"So where do we start looking for her?" Hitomi asked.

"I have a couple ideas." Sayaka said. "Let's start with her apartment."

With that, the four girls boarded one of the double-decker buses looping around the city, driven by one of Homulilly's familiars made up to look like a bus driver. The girls found their seats on the top deck amidst the false passengers. They traveled in silence until Kyoko eventually broke it. "Hey, Sayaka, how do you know all that stuff about Homura? Is it a Law of Cycles thing?"

"Yeah, pretty much." the blue magical girl replied. "Had to know it for the rescue mission."

"What's it like being a part of the Law of Cycles?" Mami asked.

"I wish I could tell you, but a lot of my memories are still missing. Homura really did a number on me." Sayaka grumbled, partially hoping to pay Homura back for it once they found her. "I do remember a few of the other magical girls, though. Hard to forget Cleopatra or Joan of Arc, or Saint Walpurga and that witch of hers. And of course I remember Nagisa."

Mami winced. She had tried not to think about it for the past year, but in the back of her mind she knew she'd have to face up to deceiving her surrogate little sister. The two of them would meet again, if nowhere else than in the Law of Cycles once Mami's time came. All Mami could do was hope that Nagisa would forgive her.

Eventually, the bus stopped near the recreation of Homura's apartment building, and the four magical girls disembarked. As Sayaka was about to open the door to Homura's unit, she paused. Neither she nor Kyoko nor Mami had spoken to Homura ever since she trapped them here. Sayaka doubted they could ever fully trust Homura, much less forgive her actions. Yet as horrible as she was, there was no question that Kyubey was the greater evil. If Homura was their only chance at escaping the Nexus of Despair and rescuing Madoka from Kyubey, then so be it. With that, Sayaka opened the door.

Once Sayaka, Kyoko, Mami and Hitomi entered the apartment, they found themselves in an empty white room, save for an ornate, foreboding set of double doors and the Clara Dolls, arranged in two rows of seven on either side of the room. Unsurprisingly, none of them reacted to the four girls, instead merely standing at attention as they walked up to the door. "Looks like you were right, Sayaka." Hitomi said.

"Don't give me too much credit. Homura's pretty damn predictable." Sayaka replied as she grabbed hold of one of the door handles. Kyoko grabbed the other, and the two of them pulled the doors open. The girls walked in to find a semi-conscious Homura, in her demon form, suspended by her wrists in the middle of a room full of gears and pendulums. A statue of Madoka's godly form stood overhead. The walls were covered in graffiti insulting Homura. Among the words written were Liar, Selfish, Coward, Blockhead and Coldhearted. No doubt that was the work of the Clara Dolls.

"Wow, this is pathetic." Kyoko scoffed. She and Sayaka used their weapons to cut the wires suspending Homura, and the demon fell to the ground. All four magical girls gathered around her.

"Get up, Homura!" Sayaka shouted.

Homura slowly lifted her head up as she regained consciousness. She hadn't the faintest idea of how much time had passed since Walpurga destroyed her Dark Orb and sent her here. Had it been days? Weeks? Years? Whatever the case, it probably didn't matter. Time had long since become all but meaningless to Homura. She'd already resigned herself to the eternity in Hell she deserved. Yet something brought Kyoko, Sayaka and presumably Mami here, something important enough for them to come "rescue" her from her well-earned suffering. Homura looked up to see her former friends staring down at her. The demon took one look at Hitomi and figured everything out. "Madoka's been captured by Kyubey, hasn't she?"

"How'd you know?" Hitomi asked.

"Why else would you be here, Hitomi Shizuki?" Homura replied. "The only reason that creature would've contracted you would be to use you as bait. You were never meant to be a magical girl." Hitomi glowered at her, but Homura didn't respond. "Madoka couldn't take you to the Law of Cycles because Kyubey captured her, and you couldn't turn into a witch because that would violate Madoka's wish. The universe didn't know what to do with you, so it sent you here."

"Brilliant deduction, Sherlock." Kyoko quipped. "Now how about you let us out of this place so we can stop Kyubey?"

Homura didn't answer. She merely stood up and limped towards the doorway. Once she stepped out of this torture chamber, the Clara Dolls would string her up again. Then her eternal torment could continue. But before she made it out the doorway, Mami stopped her by snaring her wrist with a ribbon. "Where are you going?" the yellow magical girl demanded. "Don't you want to rescue Madoka?"

"I can't." Homura replied. "Every time I try, I only end up making things worse for her. Madoka's better off without me."

"Are you for real?!" Sayaka shouted. "You spent years worth of time loops trying to save Madoka, and now you're just gonna let Kyubey have his way with her?! What the hell is wrong with you?!"

Once again, Homura didn't answer.

Hitomi stepped forward. "Look, there's a lot about this I still don't completely understand, but why don't you tell us what you've been through? Maybe we can help."

Homura glared at the others. "Do you really wish to know? Then have a look!" She then telepathically entered the other girls' minds, showing them visions of every previous timeline. All the horrible ways Madoka and the other girls died, every terrible fate they'd suffered, every time Homura failed to protect the ones she cared about… it was as if they were experiencing it all at once, first-hand. Sayaka was largely unfazed, having seen all of this before from the Law of Cycles. But for the other three, the horror of the time loops was indescribable. They reeled back at the visions.

"I never imagined…" Mami mumbled.

"Holy shit." Kyoko whispered.

Hitomi didn't say anything. She fell to her knees, gagging so hard she nearly vomited.

"Now do you understand?" Homura said. "Whatever Kyubey plans to do with the Law of Cycles, anything I do will just make Madoka's fate even worse. Besides, I don't deserve to be with her. This is where I belong." With that, Homura tore the yellow ribbon off her hand, then continued limping towards the exit. But to her surprise, the others were undeterred. They stepped in front of the demon, stopping her in her tracks.

"You might've given up, but we haven't." Sayaka said. "Just tell us how to get back to Earth. Then you can wallow in your own self-pity until the end of time."

Homura looked away. "The Clara Dolls."

"What, those creepy things outside?" Kyoko asked.

"Yes. Destroy them and you can escape."

"I wish we'd known that earlier, but okay." Sayaka raised her sword. "Let's do it!"

With that, Mami, Kyoko, Sayaka and Hitomi exited the torture chamber. Apparently having heard their conversation, the Clara Dolls advanced on the magical girls, prepared to attack. "Fourteen against four, huh?" Kyoko said. "I like those odds." She and her teammates readied their weapons and engaged the dolls while Homura stayed back observing the battle.

Hitomi attacked first. She ran up to one of the dolls, Slander, and punched it in the face. The doll retaliated by swinging its weapon at the green magical girl, but Hitomi saw it coming and dodged masterfully. She then delivered a sweeping kick to the doll's legs. With Slander knocked prone, Hitomi pounced on it and punched it repeatedly until it stopped moving.

"So that's what your powers are." Sayaka said to Hitomi as the blue magical girl parried Jealousy's attack. While the Clara Doll was thrown off-balance, Sayaka bisected it down the middle. "Maybe we should have a rematch sometime."

"We'll see about-" Hitomi suddenly sensed Vanity attacking from behind. The green magical girl spun around, grabbed its arm and flipped it onto the ground. She then stomped on its head.

"Pft, so you took some karate lessons. Let me show you how a veteran does it." Kyoko bashed Laziness with the haft of her spear, knocking her into Pride and Blockhead. As the Clara Dolls recovered their footing, Kyoko stepped to their side. With all three of the dolls in a straight line, the red magical girl skewered all of them at once. The dolls collapsed after Kyoko pulled her spear out of their abdomens.

"It's not a competition, Kyoko." Mami aimed her gun at Liar's head and pulled the trigger, hitting her target dead on. The yellow magical girl discarded her spent gun, then conjured another one and shot Stupidity in the chest. Yellow ribbons quickly spread from the bullet wound, immobilizing the doll. Sayaka took the opportunity to decapitate it.

With eight of the fourteen Clara Dolls dealt with, the magical girls focused their attention on the remaining six. But to their surprise, the destroyed dolls all regenerated and got up as if nothing had happened. "What the hell?!" Kyoko shouted. "How are we supposed to-" Kyoko was struck from behind by Laziness. Sayaka ran to her friend's aid, but was taken down by Vanity and Envy. Mami and Hitomi hadn't fared any better, having both been subdued by Jealousy and Gloominess.

As the Clara Dolls gained the upper hand, something began to stir in Homura's mind. Despite being severely outmatched, Mami, Kyoko, Sayaka and Hitomi still fought on. In a way, it reminded Homura of her struggles, always fighting against overwhelming odds to save Madoka. Fate was against the four girls, but they still kept fighting to the bitter end. It made Homura remember her self-appointed position as Madoka's protector, her avenger, her unwavering champion. No matter what fate had in store for her, it was Homura's duty to save Madoka from anyone or anything that would do her harm. And at the moment, Madoka needed saving now more than ever. With that, Homura stood up and conjured a demonic bow. She nocked an arrow made of dark purple energy and shot it through Pride's chest. This time, the Clara Doll stayed dead.

"Glad you finally came to your senses." Sayaka quipped.

Homura said nothing. She merely conjured more arrows and shot them at the Clara Dolls one by one. With each one she destroyed, it felt like a weight being lifted off her heart. After some of their comrades fell, the remaining dolls left the four magical girls alone and rushed to attack Homura instead. As the dolls closed in on the demon, Homura dropped her bow and spread her skeletal wings, creating a vortex of razor-sharp feathers swirling around her. Within seconds, the Clara Dolls were slashed to ribbons.

"So now what?" Hitomi asked. As if on cue, the fifteenth Clara Doll, Love, manifested in front of the team. Mami, Kyoko, Sayaka and Hitomi prepared to fight it.

"No." Homura said to her teammates, and they backed down. "It's showing us the way back."

Love raised its right hand and performed an arcane gesture with it. In response, the door to Homura's torture chamber disappeared, replaced by a window tied shut with a pink thread. At Love's command, the thread unraveled and the window opened, revealing what looked like a time tunnel leading back to the physical world. As Homura was about to step through it, Sayaka put up her sword in front of the demon.

"Not so fast, Homura!" Sayaka said.

"We're not gonna trust you just because you're the lesser of two evils right now." Kyoko added.

"We have to make sure you don't betray us at the last second like you did before." Mami said.

Homura closed her eyes. "I understand. I don't fully trust myself, either."

"Don't worry, we've already come up with a contingency plan." Sayaka said. "We'll tell you what we have in mind." With that, the five magical girls stepped through the window, leaving the Nexus of Despair behind them.


"That should do it." Kyubey said as he finished setting up a forcefield around the Shizuki house. Now that the Incubators had the Law of Cycles under their control, they needed a base of operations, and this house would do quite nicely. Kyubey then turned to Madoka, who remained bound in her own isolation field floating above Hitomi's bed. "I had no idea things would go so smoothly for us. The wraiths have been destroyed, your friends are gone, Nagisa Momoe and Momo Sakura have been neutralized, and the Law of Cycles is under our control. There's nothing left to stop the next phase of our plan."

"What will you do now?" Madoka asked weakly. "Contract more magical girls? Reinstate the witch system?"

"No, we won't." Kyubey replied. "We have other plans for you. You and Homura Akemi have shown us just how dangerous messing with human emotions can be. We won't be making any more contracts, lest we risk creating another goddess. We were lucky that it didn't happen with Hitomi Shizuki, although considering what little magical potential she had, attaining godhood would have been extremely unlikely for her. But don't misunderstand us, we still intend to harvest your species' emotional energy. We'll just be using a different method, one that's less efficient but far safer."

"You don't really think you'll succeed, do you?" Madoka said. "I know what you really are, Kyubey, and you're not immune to the laws of karmic destiny. You can't keep this up forever. Sooner or later, what you're doing will catch up to you if you don't stop."

"If you know what I really am, then you know why abandoning my goals isn't an option. Now if you'll excuse me, I have work to do." With that, Kyubey's eyes began to glow as he probed Madoka's mind. The goddess screamed as Kyubey pored through everything Madoka knew about the timelines before the Law of Cycles, particularly what she knew about the nature of witches. "Oh yes. This will do quite nicely."


After escaping the Nexus of Despair, Homura, Mami, Kyoko, Sayaka and Hitomi found themselves in Homura's apartment dressed in their magical girl costumes. "Just like I remember it." Mami observed, noting the white walls, the pendulum swinging overhead, and the floating holographic images. This time they were displaying Homura's memories of Madoka.

Homura held up her left arm, observing her shield. As per her agreement with the other girls, it would stay on Homura's arm at all times. Both Homura's bow and her memory manipulation abilities had been sealed away, and she was back to fighting with time manipulation powers and the weapons stored in her shield. Surprisingly, she could sense that all of them were still there from previous timelines. How useful they would be for saving Madoka was uncertain. "There's no time to waste." Homura said. "Follow me."

As Homura walked towards the front door, Sayaka raised her left hand and snapped her fingers. Homura's shield activated itself in response, and Homura was frozen in time. The other three turned to the blue magical girl and gave her weird looks.

"Sayaka…" Mami raised her right hand and snapped her fingers, unfreezing Homura. The black magical girl turned around and glared at Sayaka.

"I was just testing." Sayaka quipped. After she and Homura stared each other down for a brief moment, Homura turned back and continued leading the other girls out of her apartment.

When the five of them made it outside, they were met with pouring rain, howling winds and deafening thunder beneath an overcast sky. All the streets were empty save for a couple police vans announcing an evacuation order. "What's with this weather?" Hitomi asked. "The forecasts didn't mention a hurricane hitting Japan."

"I doubt this is a natural storm." Sayaka said. "I hate to say it, but I think I know what Kyubey's up to."

"Do you, now?" an unsettlingly familiar voice called out to them. The five magical girls looked to see an Incubator sitting on a nearby bench. All of them scowled at Kyubey, but he simply stared back with the same blank expression he always wore. "I must say, I thought the five of you would be lost in that abyss forever. Although, considering what I've seen you magical girls accomplish lately, I've learned to expect the unexpected. After all, your very existence defies all logic."

Kyoko conjured her spear and pointed it at Kyubey. "Where's Madoka?! What are you planning?"

"Well, thanks to what we learned from our experiments, we now know all about witches, particularly how they spread despair and feed off of the negative emotions of humans. We've also found out that, just as magical girls can be split from the Law of Cycles, it's entirely doable to split unborn witches from it, too. So rather than take the risk of making any new contracts, we've decided instead to extract witches from the Law of Cycles and unleash them on your species."

The girls reeled back at the horror of Kyubey's new plan.

"Yes, that's right." Kyubey continued. "With no magical girls to oppose them, the witches will spread their curses across the entire planet. They'll consume humans in droves, and once they've eaten enough, we'll use Madoka Kaname's power to destroy them and harvest their Grief Seeds."

"You're insane if you think that's gonna work!" Sayaka shouted.

"Or if you think we won't stop you!" Mami added.

"Oh, our plan will work. You're welcome to try and stop us, but I seriously doubt you'll succeed. As it so happens, you're just in time for our first test run."

Kyubey turned his attention to the river that flowed through the city, and the five magical girls followed suit. A thick fog quickly spread from the river, enveloping them all. Out of the mists strode a caravan of familiars resembling circus animals. "We scanned some of Madoka Kaname's memories and found this legendary witch, or rather, combination of witches. It appears that in other timelines, she roamed the planet for hundreds of years, bringing disaster and destruction to countless civilizations. She'll no doubt make short work of you, and consume all of Mitakihara City in a matter of minutes." Kyubey hopped off the bench and exited the fog. "Good luck." With that, the immensely powerful stage-constructing witch, Walpurgisnacht, appeared before the girls, floating in the sky above them.

Homura fell to her knees. A faint "no" was all that escaped her breath. She'd expected Kyubey to put up some resistance, but never imagined this. Walpurgisnacht was the one witch she could never defeat. The one nut she couldn't crack. Without Homura's demonic powers, and with no time to prepare for this fight, there was no way she could win. It was all over.

Hey, Homura, ever wonder why you could never beat Walpurgisnacht? Sayaka's voice echoed in Homura's mind. Homura turned to look at the blue magical girl, who had her sword pointed at the enemy. It's because of that barrier of hers. Only magical girls' weapons can break through Walpurgisnacht's shield, same as how only magical girls can infiltrate a witch's labyrinth. Any non-magical attacks will just bounce off of it. You had a decent battle plan, but with the weapons you were using, you didn't have a snowball's chance in Hell.

Homura didn't respond, not wanting to admit that what Sayaka was saying made sense. Homura had suspected Walpurgisnacht's immunity to non-magical weapons herself, but it wasn't like she could just stop trying. With the powers she gained from her contract, she was doomed to lose to Walpurgisnacht no matter what. It seemed she couldn't fight fate after all.

But our weapons will break through it just fine… Kyoko readied her spear.

so you just stand back and play support… Mami cocked her rifle.

and leave the heavy lifting to the four of us! Hitomi put up her fists.

Homura stood back up, some semblance of hope stirring within her for the first time in a great while. This was the first and only time Homura had faced Walpurgisnacht with a full team of magical girls. Even if she couldn't beat Walpurgisnacht alone, there might be a chance the others could do it. Homura was willing to give it a shot. Very well. Homura raised her shield. Let's try it.

Mami began by attaching partially dematerialized ribbons to herself and her teammates. Homura then activated her shield, freezing time for everyone except the team. As Homura and Mami spread out firing numerous guns at Walpurgisnacht, Sayaka, Kyoko and Hitomi leapt into the air. Sayaka and Kyoko slashed Walpurgisnacht's barrier in an X formation, then Hitomi punched the center of the X with all her strength. As the blue, red and green magical girls landed on the ground, Homura unfroze time. Walpurgisnacht's barrier shattered, and she was bombarded by a salvo of bullets and rockets, launching her backwards into the sky.

Hitomi turned her attention skyward. She raised her fist towards a funnel cloud behind Walpurgisnacht, summoning Hildegard out of the gale-force winds. The dragon witch dive-bombed at Walpurgisnacht, clawing and biting the stage-constructing witch upon contact. Hildegard then blasted her poisonous breath at Walpurgisnacht's face, disorienting her and sending her falling towards a truss bridge.

As Walpurgisnacht fell, Homura pulled a flamethrower out of her shield and shot it upwards. Kyoko waved her spear, and her witch form, Ophelia the wǔdàn witch, emerged from the fire. At Kyoko's command, Ophelia swiftly rode her horse up to the top of the bridge and jumped towards Walpurgisnacht. Ophelia slashed the enemy with her spear in midair, creating a flaming gash in Walpurgisnacht's side and sending her plummeting towards the river.

Before Walpurgisnacht could hit the water, Sayaka pointed her sword at the river. In response, Oktavia von Seckendorff rose out of the water. The mermaid witch raised her own sword, skewering Walpurgisnacht through the chest. Oktavia then flung Walpurgisnacht off the blade and launched a barrage of train wheels after her, hurtling her towards a pile of downed buildings.

Mami then stepped forward. She stamped her foot, pirouetted once, then extended her hand in Walpurgisnacht's direction. Off in the distance, Mami's magic split the earth, and Candeloro emerged from the small fissure. The miniscule dress-up witch raised her yellow ribbon-arms, and an enormous mass of ribbons followed her out of the fissure, ensnaring Walpurgisnacht and dragging her down to the concrete.

With Walpurgisnacht tied up, Oktavia, Ophelia and Hildegard went in for the kill. Unfortunately, it was at that point that Walpurgisnacht got her second wind. The stage-constructing witch ripped through Candeloro's ribbons and blasted the other witches with tendrils of dark energy. Another blast came hurtling towards the five magical girls, but before it hit, Hitomi sensed it with her special power. She telepathically relayed it to Kyoko, who put up a chain barrier and blocked Walpurgisnacht's attack just in time.

The dark energy from the attack coalesced into Walpurgisnacht's familiars, shadowy doppelgangers of fallen magical girls. They attacked, but the five magical girls made short work of them. However, that was all the distraction Walpurgisnacht needed. By the time the familiars were dealt with, the stage-constructing witch was back in the air, hurling downed buildings every which way. The girls' witches fought back, but without the element of surprise, they were easily outmatched.

Homura, Mami, Kyoko, Sayaka and Hitomi leapt into the air, moving towards Walpurgisnacht so as to back up their witches. The stage-constructing witch responded by launching a building at each of them. Sayaka sliced the first one in half while Hitomi destroyed the second one with a single punch. Kyoko dodged the one coming at her just in the nick of time. Mami landed on the ground, then conjured a net of ribbons to catch one of them. She then threw the ensnared building back at Walpurgisnacht, but missed.

Homura pulled a live grenade out of her shield. She then attempted to stop time before the last building hit her, but was a split second too late. Homura was buried by the downed skyscraper. Moments later, her grenade exploded, reducing the building to rubble. Mami gasped, then quickly ran over to help. She tapped into her Soul Gem and conjured ribbons to clear away the rubble, but it appeared her efforts were in vain. Underneath the rubble lay Homura, her body battered, burned and riddled with shrapnel. The Soul Gem on her left hand was cracked.

"Homura, say something, dammit!" Kyoko yelled as she, Sayaka and Hitomi crowded around the black magical girl. Mami and Sayaka knelt down and attempted to heal Homura, but it wasn't working.

"It's too late. Tell Madoka I…" With that, Homura expired. Her Soul Gem shattered, and her magical girl costume disappeared, replaced by her school uniform. The other four girls stood there solemnly observing Homura's body.

"So now what?" Kyoko asked.

Sayaka turned her attention towards Walpurgisnacht. "We'll just have to finish the battle without her."