CHAPTER 24: Bites The Dust

Homura Akemi had witnessed its descent from the sky at least a hundred times by this point in her life. Every single detail of its gruesome, imposing upside-down visage had irrevocably burned its way deep within her psyche. That powdered-pale white half-face. Its wide open red-lipsticked mouth. Those conically-shaped harlequin jester caps jutting from the base of its skull. Its gigantic body, dressed like a medieval maiden in blue, mounted to five enormous, continuously-turning gears. That horrifying, psychotic cackle. Not in a single timeline has the behemoth's appearance changed even once.

Homura, on the other hand, had changed herself so much that she scarcely recognized the girl in the mirror. With every reset and every single repeat, a part of her younger, more dependent, more naïve and blindly trusting self died, only to be born again as someone older, less dependent, more jaded and pragmatic. To both endure, and keep her promise to Madoka she needed to abandon all the things she once cared so deeply about. First she forgot her old life, then she forgot why she cared about anyone else's. By the end of her last attempt she was all alone, both physically and in spirit, hopelessly inadequate in fighting Walpurgisnacht, and only causing her ultimate despair to creep ever so closer to consuming her entire soul.

But this timeline, this battle, everything was different. Simple acts of compassion, of caring and kindness, first by an old stranger to Sayaka, then by Homura to Sayaka, then by Sayaka towards the likes of Nagisa and others, and finally by these outsiders who, though they had little to gain from being here came anyway, thus creating a tidal wave of possibility, a swell of newfound hope.

But was that going to be enough this time? In the back of her mind Homura still harbored a lingering doubt.

"I figured it out," Sayaka took Homura by the arm and whispered into her ear. "All this time I've been wondering why Miss Jones brought me back, whose life it was I was really supposed to make right. Now I know for certain." She smiled reassuringly. "It's yours."

"Goooooood God!" Kyoko exclaimed. "It's huge! That thing's gotta have a Grief Seed the size of a bowling ball!" She quipped. "No, of a freakin' beach ball!"

"Hahaahaahahaahaaaaaa! Hahaahaahaahaaahaaaaa!"

"Ten of us." Mami spoke as the creature loomed large in the stormy sky. "That's honestly more help than I expected, but less than I hoped for." Her gaze shifted to the faces of each of the new girls standing on the pier beside her. "This city is not your home. You've barely just met us. If anyone is having second thoughts about being here and defending Mitakihara, you may run away now and fear no recrimination, judgement or retribution from the rest of us. You have your own lives, and your own loved ones to think about. Now is your last chance to turn away!"

Momoko Togame promptly stepped forth. "This witch could just as easily be coming ashore on Kamihama right now. Or Sendai. Or Tokyo. The way I see it, it doesn't matter where it's attacking. Long as it's here, it's a threat to everybody!"

Tsuruno Yui joined her. "The last time I sat out an important fight, I lost two good friends and it broke our team and turned my Master into a loner." She determinedly pumped her fist. "Now I wanna show her that I'm mighty enough to fight at her side for always and forever!"

Sasara Minagi joined them. "I wished to become a knight who protects people." She steadfastly folded her arms. "It does not matter who they are or where they live, my job is to protect them. Plain and simple."

Asuka Tatsuki agreed. "Today, Mitakihara is my home!"

"Hahaahaahahaahaaaaaa! Hahaahaahaahaaahaaaaa!"

Mami turned to the girl she just rescued, Konoha Shizumi and her friend Hazuki Yusa. "You said you two were recently contracted, and thus relatively inexperienced. I would not blame you at all for retreating!"

"Hahaahaahahaahaaaaaa! Hahaahaahaahaaahaaaaa!"

Konoha first stared deep into the eyes of her companion, then pensively stepped forward. "I'd be lying if I told you my thoughts and my motives were anything near as selfless as any of yours. But I'm sorry." She shook her head. "I'm just not that kind of person. I've always valued self-reliance over dependence and viewed those who claim to be benevolent with a high degree of skepticism. Even so," She looked back at her blonde friend and smiled. "I do have a well-founded sense of what's right and wrong, and it's telling me that to leave now and let this city and everyone standing before me fend for themselves is just wrong!" She took her friend's hand and graciously bowed before Mami. "Hazuki, if we listen to this girl, we shall make it through and see Ayame after school today. I'm confident!"

"The battle has begun." Meiyui Chun watched the first volley of debris get lobbed at the girls below.

"Yes," Nanaka Tokiwa peered through her viewer, witnessing their initial counterattack. "It appears as though they're trying to isolate it over the industrial sector of the city." She smirked as she nodded affirmatively. "Precisely the tactic I would have deployed if it were I down there."

"Nanaka, look!" Meiyui pointed towards the mall. "The attackers have reappeared!"

"I can see that, but," Nanaka studied the scene closer. "I don't understand. Why are they swarming that place? What sort of strategic advantage could that possibly offer?"

"Perhaps it has sensed that our weakest asset is situated there, and is acting accordingly?"

Nanaka's watchful eyes locked onto Meiyui. "You underestimate Akira, in saying such a thing."

"You misunderstand," Meiyui serenely smiled as she politely bowed her head. "I was speaking of young Kako. Perhaps it is you who underestimate our friend Akira, by saying such a thing?"


"Haaauuuuup!" With a punch to its face Akira Shinobu sent a familiar rolling down the escalator and into oblivion. "Kako, on your right!"

"Yaaaaaahhh!" Kako Natsume forcefully forked her weapon to the ground and zapped away three attackers in a bright blast of green.

"Kako," Akira briefly glanced at the store sign above them. "I know it's getting scary out there and I get that you really really wanna protect Mister Barton's bookstore, but you're gonna be a sitting duck if you just stay here inside!" Nagisa covered Akira by blowing a pair of familiars behind her away with a mighty blow of her trumpet. "Woah! Thanks!" She hastily trotted towards Kako. "Not to mention that it's riskin' her neck, too!"

"I'm sorry, Akira." Kako apologized. "But I just can't let that witch destroy his bookstore, like mine was." She continued, "Mister Barton doesn't have anyone to bring his place back, like my parents did. So I'm going to protect it, no matter what!" She looked over towards Nagisa. "So you guys go on and guard the outside. I'm staying here!"

"Oh, Kako." Akira sighed. For the moment, there appeared to be a lull in the familiar attacks, but whatever decision she had to make next had to be made quickly. "What do you want to do?" She asked Nagisa.

Nagisa, however, still had her own mission. From her current vantage point, the TARDIS was within view, and thus made this location a viable defensive point. But she had been taught by her father to be a good girl and not to lie, so she had to wonder, since she unfortunately wasn't allowed to explain her situation, did this call for telling one?

"Nagisa wants to save the bookstore!" She said, somewhat cheekily. A little white lie, and another sign of her burgeoning independent streak.

"Well, that means I'm outvoted." They heard a loud crashing through the mall's front windows. "Tell you what, then… I'll do what I can to hold down the fort outside, you guys watch each other's backs down here." She started to step away. "You two got your spare Grief Seeds?" Kako and Nagisa each brought out their spares. "Good," She pointed at her temple. "We'll keep in touch. Check in every ten minutes or so. If you wind up in trouble, don't hesitate to call me. Got it?" They politely nodded their heads. "Good luck!"

"Thanks!" The two girls simultaneously bowed and waved back. "Take care, Akira" Kako waved at her friend.


Madoka heard several loud thuds outside, like the sound of ice clanging against metal. "Hostile entities attempting to breach perimeter defenses." The hologram of Junko Kaname clinically stated. "Energy signatures sampled. Now analyzing."

"Are we going to be okay?" Madoka asked.

"At low power mode a counterattack cannot be staged at present," The hologram explained. "However the energy output of the aggressors is too low to penetrate the outer force field." The console displayed a view of the outside, where a pair of familiars charged the door, only to be splattered into nothingness by an invisible wall. "Like flies on a windshield."

"Such strange behavior," The caged Kyubey was awake and fully recuperated. If it destroys them, why do they continue their assault?"

"That is a very good question."


"Tiro…" Mami loaded all her magical might into her impending blast. "Finale!" The shot hit Walpurgisnacht straight-on, knocking it straight back into Homura's trap. "Now!"

"This time… You're finished!" Homura angrily grit her teeth as she triggered her detonator. Hundreds of strategically placed bombs were set off all at once, lighting the horizon in a brilliant burst of light.

"Yeeeeeaahhhhhhh!" Tsuruno celebrated, then, like everyone else, immediately realized their carefully laid plan had not destroyed it at all. Indeed, it had barely been fazed. "Noooooooooo!"

"Hahaahaahahaahaaaaaa! Hahaahaahaahaaahaaaaa!"

"God dammit!" Kyokno pounded her fist on a pole.

"Hahaahaahahaahaaaaaa! Hahaahaahaahaaahaaaaa!"


"Shit!" Nanaka's sentiment mirrored Kyoko's in the observation tower. "An attack like that would have been the death blow to any other witch! Seems this thing's going to live up to the legends after all!"

"What are your orders, Nanaka?" Meiyui was growing impatient just watching. The time for action was imminent, they both knew. But the lingering question in the back of their minds was, would two extra bodies make any difference against something so overpowering?

'Nanaka!' Akira's voice faintly echoed in their minds. Nanaka instantly slid her viewer over to the mall further downtown.

'Report!' The worried look on Nanaka's face was plain.

'Kako's gonna protect her bookstore. I couldn't talk her out of it.' Nanaka caught her in the viewer. 'Doin' what I can outside, but they're swarmin' me like bees!'

'I can see that!' Nanaka instinctively clutched her katana. From that subtle act Meiyui sensed that Nanaka's concern for their comrade may have stretched a little beyond the merely platonic. 'I'll come and help you!' Nanaka decided.

"Surely your skills are far more valuable at the front lines!" Meiyui protested.

"Akira needs me more!" Nanaka countered. "Besides, if the girl leading them is even half as powerful as the rumors say, I'm confident they'll find a way to prevail." Nanaka strode over to the elevator. "You're free to act however you see fit! I know that's not really an order, but I trust your judgement, Meiyui."

"Thank you." Meiyui differentially bowed. "Come back safe! I wish you both the best!"


Madoka and Kyubey heard a loud banging against the TARDIS door.

"Alert! One hostile entity has compromised the outer bubble! Analyzing!"

"Interesting. You claimed their energy output was too low to get through your defenses." Kyubey commented.

"Indeed." The Junko hologram paused. "My initial tactical assessment was in error. Further analysis indicates that their apparent goal is not to brute force their way through the defensive bubble, but rather to ascertain the electromagnetic frequency at which it operates, and adapt their composition into a form that can phase directly through it." She slightly tilted her head, noting Madoka's evident concern. "I will remodulate the frequency to counteract this method. Though constant remodulation will use more power, it should provide us with sufficient protection for now."

"That's a very unexpected tactic from familiars." Kyubey observed. "It's really quite fascinating."

"I agree." A graphic of Walpurgisnacht popped up on the console screen. The hologram then integrated the display in with its own projection. "I will continue further analysis from here. Unfortunately, access to the time vortex is presently unavailable, I shall have to utilize historical accounts, present observation and a standard Predictive Matrix and restrategize as needed."


"'Plan A' was a bust." Momoko commented, slicing through a concrete barrier tossed by the behemoth bearing down. "What do we do now?"

"Kyoko," Mami turned to her old companion. "You had the chance to refine that illusion magic of yours? How many copies of yourself can you make?"

"Practiced a bit," Kyoko fiddled with the Soul Gem on her chest. "Not perfect. 'Bout six."

"That's okay. Give it a few extra targets!" She then maneuvered her way to Tsuruno. "You pave her way! Make lots of sound and fiery fury, do whatever you can to keep that thing distracted, keep it away from the city proper!"

"Caaaaaaaaaaaaaan do!" Tsuruno compliantly saluted.

Mami issued her next instruction to the others telepathically. ' Everyone else, regroup at Rendezvous Point B! There's got to be another way to beat it! '


"Dah-Dah are we camping?" Young Tatsuya Kaname excitedly patted his sleeping bag as he asked his father.

"Yup! You and me and everyone is going camping and we're all doing it indooooooors!" Madoka's father was trying his best to keep the child blissfully ignorant and happy.

"Madoka," Junko Kaname tried to gain her apparently distracted daughter's attention. "Madoka!" She tapped her on the shoulder.

"Oh," The disguised Sayaka awkwardly giggled. "Eh, s- sorry." Her own mother had finally fallen asleep, at last giving Madoka's family the chance to interact with a living stand-in. "What's up?" So far, the ruse appeared to be holding.

"Would you like a peanut butter and jelly sandwich?"

"Oh," Sayaka shoved away the sandwich. "No thanks… Momma." But it was almost time to check back in on her own parent. "I'm not hungry. Right now." She slowly stood up. "But I do have to use the bathroom. Is that alright?"

"Of course." Madoka's mother wasn't nearly as disciplinarian as her own, even though her daughter had just been very publicly involved in a fight at school. "But don't you go wandering off. And don't you dare go outside." A flash of lightning cracked out the window. "It's really getting bad out there!"

"Oh, I wouldn't be caught dead-" Sayaka paused. That didn't quite feel like something that her friend would say. "I wouldn't… Dream of it." Closer.

"Are you okay?" Junko tried standing up.

"I'm fine!" Sayaka gently pushed her back down. She didn't want Junko to possibly notice the height difference. "I promise!" She twirled with her hastily-made left twintail. "Bathroom and back." She back-trotted towards the door and waved.

"Madoka!" Sayaka didn't notice the familiar voice calling out in her rush to the bathroom.

"Madoka!" It was the second call that got her immediate attention.

"Oh!" Sayaka stopped and hunched her body as best she could. "K- Kyosuke! Sh- Shouldn't you be at the hospital? What are you doing here?"

"The police are sweeping the hospital for bombs, so they evacuated and sent all the non-critical patients out to shelters!" He surprisingly got out of his wheelchair and clutched his phone, more surprisingly with his injured hand. "I've been trying to text you I was here all day!"

"S- Sorry!" Sayaka glanced over to the window. "Reception's pretty bad 'cause of the weather."

"Yeah," He did the same, sat back down and tugged her in his direction. "How's everything with your folks?" He eagerly smiled. "Have you told them about us yet?"

"Uhm, I-'' Sayaka was at a loss for words. It wasn't that she was ill-prepared to answer the question, Madoka had briefed her on all the recent relevant details of her life, it was the expression on Kyosuke's face. The look in his eyes, which once beamed with youthful exuberance and optimism every time he performed in front of an audience, had returned at long last, despite all the chaos and uncertainty presently surrounding them. Sayaka had spent countless hours in the past trying her best to bring that little bit of brightness back out of him to little avail. But here and now, that such wondrous joy could be evoked by the mere sight of her friend, filled Sayaka's own fluttering heart with a swirling mix of hope, pain, envy, admiration, and above all resignation. Kyosuke Kamijo lived for Madoka Kaname now, and that reality had finally sunk in. That may not have been fair or even deserved, but if the shared memories of her ill-fated witch counterpart had left a lasting mark on her own soul, it was the bitter lesson that life was very rarely fair.

"That's okay if you haven't yet. I know this is all happening really fast." He grabbed her by the waist, pulled her close against his body, and before she could even comprehend what he was attempting to do, he gently caressed her cheek, cocked his head closer and closer, puckered his lips and pressed them against hers.

Also in that moment, as they locked lips, the reality that life wasn't fair and good girls didn't always get what they deserved was finally sinking in for someone else, too. But to Hitomi Shizuki, that was a reality she wasn't quite as prepared to accept yet.


"Nagisa, look out behind you!" Kako Natsume pointed her staff and blasted away a familiar lunging into little Nagisa Momoe's way.

"Th- Thanks!" Nagisa returned a quick and grateful bow as the chaos happening around them escalated.

"Haaaaaaaahhhhhh!" Kako pounded her staff into the floor, whereupon a green energy lasered forth from all the black tiles in the hard flooring beneath them, annihilating another six. She repeated her gesture and another volley burst from all the red tiles. Kako might not have been much bigger than Nagisa, but she was very brave, and already keenly aware of the true scope of her power, both qualities Nagisa found herself quite envying.

Nagisa took a breath, reared her head back and blew hard into her trumpet, unleashing a fury of tiny bubbles that crackled and popped, but she missed the familiar that was her intended target and instead blew out the windows and displays in the sporting goods store across the way.

"Sorry!" She apologetically bowed to the store's absent owner. Collateral damage, which she definitely felt guilty about, but was trying to keep much more mindful of the two spots she was immediately protecting, both Kako's precious bookstore, and Nagisa's real assignment, the nondescript coffee vending machine sitting in the open just around the other corner.

"Preliminary analysis complete." The Hologram of Junko Kaname announced. She cocked her head slightly to the right and raised her brow. "Quite fascinating."

"Inclined to elaborate?" Kyubey's own interest had been piqued by her reaction.

The hologram shot Kyubey an ever-so-slightly annoyed glance, turned its form back to Madoka, and stated "The core constituent materials from which these attackers are primarily composed, is that of two highly exotic and similar, yet distinct forms of energy." She briefly paused as her automatic subroutines parsed through the relevant findings. "The first is a classified substance that I am prohibited from freely discussing without the express authorization of a qualified Time Lord," Her face momentarily seemed to Madoka to appear apologetic, "The second is elevated levels of a declassified substance, known widely as 'Artron energy'."

"What is it?" Madoka wasn't quite sure she was keeping up, but was nonetheless curious.

"Artron energy is a form of ambient radiation that exists within the time vortex, which is a subdimensional plane in which space and time meet, and a medium through which time-travelling vessels such as this TARDIS move." She thoughtfully displayed a representation of a TARDIS moving through a conically-shaped geometric figure. "While this energy form can be endemic at low levels in some living creatures, the highly elevated and concentrated quantities measured from the dispersal patterns of the attacking entities suggests that they have come into direct contact with the time vortex on their own, which would imply the same case for their master."

"Then that evidence can only mean," Madoka could not keep up. Kyubey, however, was still all ears. "That Walpurgisnacht is an entity that can travel through time!"

"That conclusion would fit the facts as presently known, yes." The Junko hologram's shape distorted briefly as the clanging of another familiar hitting the shield outside rattled throughout the room. "And that would indicate, within a high degree of probability, that the Walpurgisnacht presently attacking Mitakihara, is the same being that was responsible for all these same historical tragedies, as described by numerous accounts." A list of large-scale natural disasters throughout humanity's recorded history displayed on the screen.


"Huuuuuaaahhh!" Meiyui charged forth and protruded her metallic ninja claws from her hands. She jabbed one blade directly into the neck of a blue-nosed poodle familiar, the other into the back of its rider. Two more familiars promptly rushed her, which she dispatched with ruthless efficiency. But that was followed by another three, then five, then nine. Meiyui quickly realized that she was being surrounded by the creatures, with nowhere to fall back to.

Meiyui closed her eyes, planted her feet and geared up for another charge, but the sudden clatter of automatic weapons fire nipped her onslaught in the bud. "You've attacked Walpurgisnacht's heralds," Meiyui opened her eyes to catch the sight of a dark haired magical girl standing on a platform above, with a buckler on one arm and holding an MP5SD6 in the other. "Doing that was… Not wise." Meiyui recognized her immediately as one of the frontline fighters she and Nanaka had been observing.

"My humblest apologies," Meiyui pounded her fist to her chest in a salutatory manner. "My name is Meiyui Chun. I am here as an emissary of the Kamihama Magi-

"I knew I wasn't being paranoid!" Meiyui heard a much angrier voice interrupt her formal introduction. She recognized it as Konoha Shizumi's. "You were watching us the whole time! Well, you just go right back and tell your boss we're not interested in-"

"On your right!" Meiyui interrupted her in return, slashing to bits a familiar about to ambush her flank.

"Crap, now the pink ones are all gettin' hot on our butts too!" Momoko made her presence among the group.

"That's because Miss Mobster here made the gross mistake of taking a bunch of them down!" Konoha sarcastically snapped.

"I assure you, I am not here to provoke." Meiyui brushed her off.

"Too late! You already have!" The combative Konoha was getting uncomfortably close in Meiyui's face.

"Konoha, now is not the time to let bad blood boil over," Her friend Hazuki assuaged her. "Not while we're still fighting for our very lives!" She tugged Konoha away from Meiyui. "Now let's get outta here! Mami's about to initiate 'Plan B!'"


"Haaaaaaaaaaaaaaaaaaaaaaaaaaap!" Akira punched the ground as hard as she could, sending out a burst wave that scattered the shadowy familiars around her. "Whew!" But the move took a lot out of her, and she wasn't sure how much she had left in the tank.

"You guys just don't know when to give up, do you?" She shouted at a hoard of familiars tauntingly dancing out of the sky above. "Unfortunately for you, neither do I!" She took a deep breath, reared back and punched an even more booming burst wave into the air, scattering them again.

"Huuuuuuup!" Nanaka's katana effortlessly sliced through every attacking familiar in her way, Akira and the mall now within her sight. "Akira!" She noticed her comrade was looking rather fatigued. Without a second's hesitation Nanaka whipped a Grief Seed from her Kimono and raced to her aid.

"Had you worried, did I?" Akira graciously took Nanaka's offering and purified the gem on her fist. "Heh! Sorry 'bout that!"

"No need to apologize!" Nanaka keenly studied their surroundings. There had to be some reason these things were descending upon this particular location, but whatever the cause it wasn't apparent to her. "I should've gotten here much sooner!"

"Hey, no worries!" Akira confidently pounded her fists. With her Soul Gem restored, back came her vigor. "Now let's pound these suckers into the dirt!"


"Sumatra, 26th of December, 2004. Galveston, 9th of September, 1900. Krakatoa, 26th August, 1883. Tabriz, 26th of April, 1721. The Christmas Flood, 25th of December, 1717." The Hologram listed. "Two successive attacks per century, occasionally on locally significant dates, all subsequently called natural disasters by humanity." Her image flickered with another pang of a familiar attacking outside. "The All Saints Flood, 1st of November, 1570. Grand Harbor of Malta, 23rd of September, 1551."

"Intervals of six years, seventeen years, Three years, and nineteen years." Kyubey tilted his head. "Your data set is too limited to draw any sort of conclusion."

The main console beeped another alert message. The built-in Predictive Matrix had just finished making its preliminary projections on the ongoing battle, first displaying each girls' survival odds. "Mami Tomoe, chance of survival, eleven percent. Kyoko Sakura, chance of survival, twenty-two percent." The Hologram apologetically read. "Homura Akemi, chance of survival, under one percent."

"What?" Madoka tearfully exclaimed. "That just can't be right! It can't be true!"

"Mitakihara City casualty totals, revised, two to four hundred. If this mission will accomplish one thing," The Junko Hologram consolingly told the young lady, "It is that those casualty figures are significantly lower than they should be."


"Whoop! Missed me!" The Phantom Kyoko teased as it dodged the behemoth's fiery attack.

"Over here!" A counterpart popped out of a high rise office window just as Walpugisnacht tore away at its base.

"I could do this all day!" Another laughed.

'Oi! You guys ready to do whatever yer gonna do next? 'Cause I can't do this all day!' The real Kyoko telepathically messaged her comrades.

"Perish in flaaaaaaaaaaame!" Tsuruno helped box in the beast and conceal Kyoko's trickery with twirling pillars of fire.

' Almost! We're getting into position now! ' Mami relayed. Homura subsequently took Sayaka and Sasara by their hands.

"If I am to understand this particular tactic," Meiyui chimed. "It is something akin to that of an execution by a thousand cuts?"

"Nothing so inelegant," Konoha retorted. "Obviously she is going to utilize their combined blade attack as a means of probing into where Walpurgisnacht's weaknesses lie, and focusing our final assault from there!"

"Every witch I've ever fought has most aggressively guarded its weak point when barraged." Mami clarified. "I'm hoping that it responds to our sudden bombardment by shielding that weak point, wherever that may be."

"Both clever and efficient, not to mention ruthless" Konoha commented. "Much... Like your boss." Her disdain for Meiyui's group rested firmly on her sleeve.

"I am reminded of an old phrase pertaining to those who live in glass houses." Meiyui retorted, her patience with Konoha's passive aggressiveness wearing thin.

"And I am reminded of fish." Hazuki inserted herself between them. "As in, bigger to fry."

' They're in position. ' Homura telepathically signaled. ' As am I .'

"Okay," Mami resolutely clapped her hands together. 'Phase One, go! '

Thousands of glowing blades instantly zoomed across the sky and towards Walpurgisnacht.

"Woah!" A fake Kyoko remarked at the sight. "Cool!" She dissipated into thin air as one passed through her chest.

"See ya' 'round!" Another fake-tauntingly waved goodbye. The blades were reaching their target, Walpurgisnacht twisted and writhed and tumbled back out over open water.

"Phase, two my turn!" Mami conjured thousands of muskets and fired them all simultaneously. The sheer force of her blasts caused the waves underneath the massive witch to violently ripple and swell. It caused the monster to reflexively cover its face with its sleeves.

"Its face!" The real Kyoko pointed out. "Gotta be the face!" Then the beast made the apparent mistake of peeking out through its sleeves.

"Now!" Homura stopped time and fired every single rocket she had set up for the third phase. The rockets navigated right between the gap and struck it right in its grinning maw.

"Yeeeeeaaaaaaahhhhhh!" The magical girls cheered as Walpurgisnacht tumbled and twirled, then unexpectedly, it flipped its whole body around, the spinning gears all clicked apart and its grinning mouth opened wide.

"Hahaahaahahaahaaaaaa! Hahaahaahaahaaahaaaaa!"

"Homuraaaaa looooook oooooooooouuuuuuuuuuuuut!"


"Yeeeeaaaaaaauuuuuuuuuuuugggggggghhhhhhhhh!" Sayaka doused her tongue under the water faucet back in the ladies' bathroom at the community shelter. "Gllllluuuuuuuuuuuaaaaaaaahhhhh!"

She was still trying to comprehend what had just happened to her. At Kyosuke's whim, in front of dozens of onlookers, with nothing but pure admiration in his eyes, Sayaka had just gotten the one thing from him she had long fantasized about.

And it was awful.

She couldn't wash the aftertaste of his affectionate act out fast enough or thoroughly enough. She hated it. It was disgusting . Yet she still struggled to believe it. What could possibly have been so off-putting about the experience? So revolting?

Was it because Kyosuke had been so incredibly straightforward, acting first, not waiting for either her consent or preparation? Possibly, but it wasn't as if his intentions bore any sort of malice to her. And she certainly could harbor no ill-will towards someone so enamored with love. Indeed, she could only empathise with and envy enthusiasm.

Could it have been the fact that she was disguised as someone else? That wearing Madoka's face while it happened automatically made it skeevy? Was she the one at fault? Certainly possible, but he moved in so fast that there was little she could've done to stop it. At least, not without causing an even bigger scene. And if there was any person who would completely forgive the circumstances under which it happened, it was Madoka.

Was it the kiss itself? Well, his passion was certainly all there, his technique was sorely lacking, most likely due to his inexperience, but since it was her own first kiss, who was she to even judge? It's not as if she could claim any kind of expertise herself.

Sayaka gargled water in every corner of her mouth, then spit. "Eeeeuuuuughhhh!" She gargled and spit again. "Eeeeuuuuuughhhh!" She still tasted spearmint. Not an objectionable aftertaste in and of itself, yet she still desperately wanted to be rid of every trace of it. It was vile. And unnatural. She rubbed down her tongue thoroughly with her fingers, took a drink, gargled and spit again.

What a bitter irony, that a singular gesture of affection she would've sold her soul to get not long ago now only cemented in her mind that it was time to move on with her life. She felt a tremendous pit of emptiness, alienation and despair that ached deep down into the bottom of her heart. It was making her queasy. It was an all-too familiar feeling, too. From the dreamlike remembrances bequeathed by her witch. What was the late Sayaka still trying to tell herself? That no happiness or love could ever be found in the arms of Kamijo? Or could her problem stem from emotions and impulses even baser than that?


"Warning!" The Junko Hologram's image flickered as the last familiar's thwarted impact shook the whole Control Room. "Shield remodulation subsystem failure! Attempting to reroute power and bypass the affected circuits!" An even louder crash was heard outside, shaking everything again. "Automatic bypass was unsuccessful! Failure of the primary shield is imminent!"

"Oh, no!" A very worried Madoka gasped. Even the normally emotionally detached Kyubey appeared to look concerned.

"A manual bypass is possible… Diagnostic analysis indicates the bypass can be completed by diverting power from Grid Subsection Two-Nine A to Three-Six C." She pointed at a removable panel on the Control Console's underside. "I require an authorized individual to complete the necessary task."

"M- Me?" Madoka looked surprised.

"I can grant emergency authorization access. But first, you must place your hand on that interface panel there." She pointed at the very same touch interface panel that Miss Jones had used to make Sayaka the TARDIS co-pilot.

"O- Okay." Madoka reluctantly stepped up and complied. The sound of another familiar's crash outside greatly hastened her pace.

"Thank you. Access granted." The Hologram's face flickered, shifting from an expression of urgency to one of reassurance. "Now lie on your back, and pull the access panel away." Madoka mustered her strength and pulled at the panel. A whole mess of colored wires instantly fell out. The Hologram poofed from its spot and reappeared at Madoka's side on the floor. "Each subsection's wire set is color-coded to follow the hue pattern of the typical rainbow from the visual spectrum." She pointed at the far left side of the wire set. There are two sets of three wire grids for a total of six. Each red wire must be pulled out save for the first one, while the blue wire must be pulled out and reset into the slot of each indigo wire, with each indigo wire being pulled out and stuck into the slot of the next red wire on each set, save for the very last, which must be plugged into the final violet wire."

"I- I uh-" Madoka hesitated. That was a lot of stuff to remember.

"You can do it!" The Hologram's face turned to her and smiled. Its tone of voice suddenly sounded less formal and more congenial than before. "Just go step by step. Start here." She pointed at the second red wire.

Madoka hurriedly did as she was told, yanking each wire starting from the ones on the right side. "Good." The Junko Hologram cheered, reminding Madoka of the way her real mother cheered her baby brother's first steps. "Now pull every indigo wire too." Madoka reached for one on the far left, then the Hologram stopped her. "No." She softly corrected. "That color is violet. Indigo would be the color before blue." It smiled. There was still something about this hologram's face that put Madoka off. "Easy mistake, I know. The three of them are very similar-looking."

"Sorry," Madoka quickly recomposed herself, nodded, then pulled the correct wires.

"Now then, pull each blue wire, and reset it in the indigo wire's terminal slot." Madoka obeyed. "Very good. Now you have to set the-" A loud banging was heard against the door which rattled Madoka and everyone in the room.

"What's going on?" Madoka shouted.

"The shield's integrity must've been momentarily compromised as a result of the bypass attempt! Hurry! You must finish the task!"

A distorted, humanoid hand phased partially through the doorway, wildly swiping around, seemingly searching for a doorknob or another means to allow the rest of it inside.

"Eeeeeeek!" Madoka cried. "Please! Do something!"

"To directly engage the hostile will necessitate the deactivation of the Holographic Safety Protocols. Doing so requires the express authorization of a listed crew member." The Hologram warned. "Do you grant it?"

"Yes! Please! Do it!" Madoka froze in place watching the familiar's head crept slowly through the solid barrier.

"Neutralizing the target will also completely drain the TARDIS Security and Tactical System's Power Reserve!" It emphasized. "Do you still wish me to engage?" The familiar had half-phased through the door by this point, its whole body thrashing about like a wild animal desperately trying to escape a trap.

"Yes!" Madoka hurriedly jammed the last wire in place. Sparks shot out of the panel. "Ahhhhhhh!" She frightenedly winced.

"As you wish!" The Hologram's yellow eyes glowed with an intense determination. Its business attire outfit morphed into a long, free-flowing white long gown. It stretched its left arm outward, while slowly rearing its right arm back. From its left hand's grasp a long, brown bow with a brightly blooming rose at its tip grew outward. Out of its right hand sparked a bright pink arrow. The Hologram hovered angelically in the air for a single second as it got a beat on its unsuspecting target still wrangling with the door.

"Target acquired…" A blast of pink lightning shot out from her bow, striking the familiar dead-center in its chest just as it breached the door. "Target destroyed!" The Hologram's body began to dissipate in a ghostly pink and white cloud. As her face dissolved into the ether she turned to her ward, smiled, and simply uttered "Do your best, Madoka!"


Homura gasped deeply, as though she'd just awoke from a horrible nightmare. She immediately sat up, noticing her magical girl outfit was torn at one side and completely soaked in her own blood.

"I'm… Alive?" She reflexively rubbed her freshly-repaired open side.

"Would you keep still?" Sayaka gently pushed her back down. "Healing someone takes a lot of concentration, ya' know?"

Homura visually searched around her resting place. It had no illumination, aside from the unique glow of golden energy shining from Sayaka's hands, there was also the light emanating from their own Soul Gems. She counted Mami's, Kyoko's Tsuruno's, Sasara's and Konoha's. Nearby she heard the rapid flowing of water. Further in the background she heard the howling, swirling winds, and the battle cries of the other girls, contrasted against the maniacal cackling of Walpurgisnacht. It was abundantly clear to her that the nightmare had not ended yet. "I failed again." She disappointedly breathed.

"No." Mami corrected. "We all have failed." She dejectedly slid her body down against the wall. "And I'm failing. As a leader."

"It ain't over yet." Sayaka consoled. "Not while we can still fight on!"

"But what the hell can we do?" Kyoko shook her barely-lit head. "It's chewed up everything we dished and spat it right back at us!"

"And we've used every Grief Seed we've got just to tread water!" Konoha pensively rubbed her hands.

"Whatever assault we devise next," Sasara added. "It absolutely has to be the endgame!"

"I'm honestly not sure if there's any tactic that will defeat it." Mami said. "It's like trying to fight back against a hurricane or a gigantic earthquake." She sighed. "That monster's less like a witch and more like a force of nature!"

"Nah!" Tsuruno was impatiently pacing around. "No way! No how! Nah-uh!" Like a down but not out heavyweight champ, she seemed just itching to get back out there and fight. "Nope! It's goin' down! Master Yachiyo told me that people have beat it before! So there's gotta be a way!"

"We're certainly entertaining any and all suggestions." Konoha replied. Tsuruno stopped pacing around just long enough to notice that everybody was staring at her. "Do you have any?"

"Huuuuuuuuuaaaahh…" Tsuruno groaned. Actually, she did indeed have a germ of an idea in the back of her head, which originated from the depths of her gut, immediately after observing how Walpurgisnacht reacted to their last attack, and watching its nearly-fatal counterattack. But she wasn't at all sure how to cogently verbalize it to the rest of them. All she knew for certain was that she deeply wished that her Master Yachiyo were there with her. Yachiyo Nanami would have almost certainly been able to translate Tsuruno's unusually keen instincts into decisive action.

"Uhhhhhhhhhhh What if-'' She stopped and started again. "... What if it's been tryin' to do to us, what we've been tryin' to do to it?" She said in one whole breath.

"Huh? What do you mean?" At the very least she had the blonde leader's interest piqued. "Please elaborate."

"Uhhhhaaaaaahhhh…" She revved herself up a second time. "What if it's been tryin' to keep us distracted with a fake target 'til it can hit us back with all it's got?" Somehow she still had their attention.

"A fake target?" Mami, the blonde leader stood up. "What do you specifically mean by that?"

"I mean-" She took another quick breath. "What if the part of its body that we all thought was its body, wasn't actually its body at all?" They all stared at her, seemingly confused. "You guys saw what it did when it attacked her, right?" She gesturally twirled her hands around. "It totally flipped around!"

"Yeah." Kyoko said. "So what?"

"So what if its real body… Is actually the other part of its body?" She frantically spun her fingers round. "What I'm saying is what if those big spinny gears on top are its real core? Then that would make the big scary doll part just a decoy that's supposed to distract us?" Her eyes went wide as she concluded, "So why don't we all attack its gears next time instead?"

"I don't know," Konoha spoke. "I'd rather not proceed on an assumption as big as that one."

"I can see the somewhat of a sound theory behind it," Sasara was a little more supportive. "But I don't know if it's quite enough to formulate an attack strategy around."

"We should try it." Homura painedly sat up again.

"Huh?" Sayaka expressed surprise. She leaned closer to Homura, then whispered "You really think she's on to something?"

"I think that it's a strategy that I would not have previously considered." Homura answered. "And those seem to be the ones that are working best. This time."

"Okayyyyyy…" Mami stepped in. "Operating under that assumption, if we attack the gears, then it's likely just going to try to deflect our attacks by making the dummy part of its body to take the brunt of the damage." She paused for a moment. "Which does align somewhat with the behavior we've observed, though still that conclusion's a bit of a leap of faith."

"So if we wanna attack the thing," Kyoko added. "Then we gotta wait 'til it attacks us first!"

"Then make sure it can't retransition to its defensive form before we make our move!" Konoha concluded.

"And finally our blow has to be massive enough to shatter those gears completely." Mami carefully studied the expression on Homura's dimly-lit face. She could deduce that there was something else to this strategy that Homura wasn't going to be forthcoming about, probably because that would entail talking about her past experiences in front of people she didn't fully trust. And perhaps even ruffling some feathers of the people she was trying to trust. "My ribbons," Mami added. "We'll lure it to a spot where I'll be able to use my ribbon magic to chain it in place as it flips." She nodded. "Then we'll combine our energies into a single, massive final assault." She concluded, "That's what we're going to do. Make it flip, chain it up and launch a Hail Mary."

"Alright," Konoha proceeded towards an exit. "I'll go notify the others of what you're planning." She glanced over to Mami on her way out. "You've been honest, cooperative, decisive, compassionate, and above all you've prioritized our safety above victory. I know not what qualities you care to value as a leader, but I want you to know that those are precisely the qualities that I value as both a follower and aspiring leader myself."


'MANUAL BYPASS SUCCESSFUL'. The text on the TARDIS console screen read. 'SHIELD REMODULATION HOLDING.' The lessening thuds of the familiars outside attested to Madoka's achievement 'ATTEMPTING TO REINITIALIZE TARDIS SECURITY AND TACTICAL AI'.

"Hello?" Madoka called out. The room seemed much darker now without the warm white glow of the Hologram. "Are you still there?"

'RECALCULATING ACTIVE COMBATANT PROBABILITY OF SURVIVAL'. The Predictive Matrix, meanwhile, was still operating unaffected. 'MAMI TOMOE: 27 PERCENT. KYOKO SAKURA: 40 PERCENT. HOMURA AKEMI: 5 PERCENT.'

"That's curious," Kyubey immediately noticed a name omitted from the projections. "Why does it not calculate the odds of Sayaka Miki's survival?"

Madoka wondered that, too. "Wh- What-" Madoka stepped over to the console and placed her hand on the tactile interface. "What are the survival chances of Sayaka Miki?"

'VERBAL/TACTILE QUERY INPUT' The screen read. 'ERROR (CODE 31-91)'.

"A rather cryptic non-answer." Kyubey remarked. "Perhaps that system is also damaged?"

'VERBAL/TACTILE QUERY INPUT' The screen read again. 'PREDICTIVE MATRIX - DIAGNOSTIC COMPLETE - SYSTEM NOMINAL'.

"Curious. Was that in response to my query?" Kyubey wondered.

'VERBAL/TACTILE QUERY INPUT' The screen reat a third time. 'CALCULATING PROBABILITY USER ESTABLISHES ACTIVE COMBATANT STATUS: 100 PERCENT.' Madoka gasped, abruptly retracting her hand.


"My apologies," Nanaka uttered while in Akira's arms as they boarded the Observation Tower's lift. "Once again I've greatly underestimated the benefits of your most bullish tendencies." In a last-ditch attempt to relieve pressure on young Kako and her ally inside, the two of them tried baiting an entire legion of familiars into chasing them away from the mall.

"Aw, that's okay," Akira smirked. Their plan worked, but Nanaka now found herself as the one in need of urgent care. "Sometimes I forget you're a lot tougher than you look, too!" The bell on the lift dinged as the doors opened and for the first time Akira could see the monstrous behemoth they were all up against. "Aw, geeeeez!" She quickly hustled across the observation deck. "I sure hope what we did for Kako is gonna be enough!"

"Faith," Nanaka longingly glanced into her keeper's eyes. "In times when all other material assets are exhausted, is when that one becomes the most invaluable." Not quite long enough for the unwitting Akira to notice, however. "Tell me," The refocused Nanaka freed herself from Akira's arms. "What do you make of this beast? Do you sense a vulnerability we can potentially exploit?"

"Uhm," Akira's eyes glowed a silvery blue. "The gears!" She confidently smiled. "If we can break the big one, then maybe small ones'll shatter with it!"

"Then we've still got a chance!" Nanaka painedly clutched her side as she leaned her body against a viewer. Akira took a step closer. "No. Your job now is to find Meiyui and relay that information to this city's guardian!"

"You're gonna be alright, right?"

"Don't worry. I have no intention of dying today!" Nanaka smirked. "Not before I've taken my revenge!"


"She wants us to bet the whole farm… On Tsuruno's hunch?" Momoko exclaimed.

"Miss Yui's intuition is astute enough to have garnered her a particularly unique reputation." Meiyui remarked.

"Hmph. Was there anybody in that town your gang wasn't discreetly keeping tabs on?" Konoha snarked.

"Konoha," Hazuki calmly tempered her friend's disdain. "Please." She studied the monster as it rambunctiously whirled through the sky. "She might be onto something. My power allows me to assess an enemy's strong and weak points… And it's telling me that something's up with that gigantic gear at its base!"

With Hazuki's incidental confirmation, Konoha refocused herself. "So where do we trap the beast?" She studied the city skyline. "Possibly… There!" She pointed. "Where the river confluences! We can anchor it between the bridges, the dam and the base of that wrecked industrial plant!" She then pinned her eyes on the Mitakihara Observation Tower nearby. "And that location can serve as our point of attack!" But Walpurgisnacht, meanwhile, was doing its damndest to defy them, and break towards the heart of the city. "But it's imperative we find a way to lure it there first!"

"Then that is where my assistance shall prove indispensable." Meiyui chimed. "My innate magic allows me to alter my target's perception. I will fool the witch into believing that location to be an important landmark in the city."

"And I can command it to stay put once it's lured there!" Asuka confidently pumped her fist. "Yeah! That's what I do!"

"Then I'm goin', too!" Momoko nodded. "My power amplifies. And boy, howdy, are you guys ever gonna need your powers amplified!

"Alight," Konoha nodded. "I'll apprise Mami of the plan we have formulated." She briefly glanced at Meiyui. "You and her go chase the beast down." Immediately she noticed Asuka and Momoko but not Meiyui not complying with her command. "Fine." She sighed. "For the sake of fostering cooperation and the greater good, I humbly apologize for my outbursts." She contritely bowed her head. "Is that enough contrition or must I flagellate myself with a whip, too?"

"Hmph." Meiyui half-smiled. "It's a start." She bowed back at Konoha, ever-so-conceitedly, slowly backed away and chased after Asuka and Momoko.


"How are you feeling?" Sayaka asked, The golden flow of healing energy from her hands fading, and with it vanished the last traces of Homura's injuries.

"Everything's tingling." Homura replied, clutching her chest. "My heart particularly. Is it supposed to?"

"I don't know. I'm not a Doctor."

"That combined attack you've developed with Miss Minagi is quite remarkable." Mami addressed Sayaka. "Reminds me of something Kyoko and I tried experimenting with a long time ago." Tsuruno and Sasara, meanwhile, had left to re-engage Walpurgisnacht.

"Ughhh, that?" Kyoko snorted. "All I remember is bein' real tuckered out after tryin' it. And hungry." She sensed that Mami was considering it as their Hail Mary. "And it almost killed you, too! Hold up, yer not seriously thinkin'-"

"It's the only thing that might generate enough of a punch to destroy Walpurgisnacht."

"Eh? What is?" Sayaka questioned. "What might?"

"She speaks of a sort of emotional and spiritual connection, where one magical girl gathers her energy, and channels it into another, who in turn adds a piece of her own, then materializes it and utilizes it on her target," Homura explained. "Though the process can theoretically involve more than two at a time."

"You…" Mami paused. "Are aware of it?"

"I am. You once taught Madoka and I how to do it." Homura slowly stood back to her feet. "Long, long ago. When I was still an inexperienced magical girl."

"What happened? Did it fail?" Mami pressed. "Was that the reason you weren't talking more about it earlier?"

Homura hesitated. "No. It worked. I do remember it as one of the only times I've witnessed Walpurgisnacht fall." She apprehensively rubbed the Soul Gem on her hand. "But we didn't know what we were doing when we were trying the attack. I gave too little, Madoka gave too much, and the sheer emotional weight wound up shattering your Soul Gem while irreversibly corrupting hers." Homura staggered slightly as she recovered her balance. "It was how I first learned the true nature of Soul Gems and magical girls."

"Greeeeeaaaat!" Kyoko sarcastically exclaimed. "Love this plan! Excited to be a part of it! 'Cept for the whole dyin' part!"

"We wouldn't die necessarily," Mami hoped. "With the emotional tolls divided among eleven instead of three, then I think with our combined might that there's a chance we might all survive!" She nodded her head, which gradually translated to a headshake. "But whoever stands at the focal point has to first survive Walpurgisnacht's attack, then they have to launch our counter! That's a lot of stress to put on one heart. Whomever does it, I couldn't say for certain whether she would survive it!"

"I'll do it!" Everyone immediately stared at the volunteer, Sayaka.

"Sayaka…" Homura painedly uttered.

"I'm the one whose body heals fastest. Make me the likeliest to survive the attack." She trustingly glanced at Mami and Kyoko. "I'll block Walpurgisnacht's fire. Then you guys make good on your ritual. Pass it over to me when it's ready." She supportively put her hand on Homura's shoulder. "I promise, this is the last time you'll ever have to live through this Hell again. I'm here because of you. I won't fail."

Konoha knocked on the door. "We've got a plan, and we think it can work!"

Mami glanced empathetically at Sayaka, rapped on the door and replied. "Yeah? As have we!"


Madoka gazed, mouth wide open reacting to the console screen's text. It was just a stray thought. An empathetic urge from her heart, always longing to help somehow, that just couldn't help but seep into her mind.

"Ah, I see." Kyubey in the pet carrier said, tilting his head and swishing his tail side-to-side. "Psychic interlink. You must've asked my question in your head, then apparently an additional one, as well."

But that couldn't have meant what she thought it did. She promised Homura. And Sayaka too.

"But the only way you could conceivably join their fight, Madoka," Kyubey spoke aloud the unnerving thought in her head. "Would be to make a contract, and become a magical girl."

Madoka tensely stuck her hand back out, and slowly she lowered it on the panel. "Are you there? Please, talk to me!" She asked tearfully.

'VERBAL/TACTILE QUERY INPUT' The screen flashed. 'REINITIALIZING TARDIS SECURITY AND TACTICAL AI'. 'VERBAL/TACTILE QUERY INPUT' It flashed again. 'RECALCULATING PROBABILITY USER ESTABLISHES ACTIVE COMBATANT STATUS: 100 PERCENT.'

"Madoka, don't you see?" Kyubey spoke. "You will become a magical girl. It is inevitable." Madoka dazedly stared into its unblinking red eyes.

"No. I- I promised them."

"If the additional data the AI provided was correct, and Walpurgisnacht is indeed a singular entity that manifests throughout crucial points in history, then the only way to completely destroy it would be to strike it across all temporal nexus points at once." Kyubey eagerly twirled its tail, its Incubator instincts sensing her inner emotional turmoil. "Madoka, those familiars attacked because they sensed that you have the power to accomplish that. With so much karmic destiny latent within, you possess the potential of what some humans would call a god."

"But I promised." She closed her teary eyes.

"What are you waiting for?" Kyubey pressed. "Any further delay will only endanger the lives of your friends."

'RECALCULATING PROBABILITY USER ESTABLISHES ACTIVE COMBATANT STATUS: 100 PERCENT'.

"I-"

"So, Madoka Kaname… What is it that you wish for? What desire in your heart cries so greatly that you will exchange your soul for it?"

'Primary Directive: Ensure the safety and survival of the TARDIS Pilot.' That distinctive, reassuring voice in Madoka's mind spoke. 'Program reinitialization successful. Establishing direct communication with interfaced user.'

"You're here?" Madoka whispered.

' Always ,' It replied. 'For as long as you remain eternally hopeful '

"Is it true? Do I really become a magical girl?"

'Even if Walpurgisnacht were defeated in this timeframe, it will simply retreat and attack in another. The key to defeating it, is to sever its access to the time vortex long enough to strike it at the exact moment it is isolated and vulnerable.'

"Is that… What I'm supposed to do?"

'It is what I am supposed to do. As a Battle TARDIS, my purpose is to identify and neutralize all temporally transcendent threats. However, with inadequate power and without access to the time vortex, at this critical juncture I am unable to act alone. '

Madoka was still unsure. "But I made a promise I wouldn't become a magical girl."

'And I made a promise… To preserve all hope.'

Madoka opened her eyes. A radiant, pink glow enveloped her hand, travelling along and blanketing her whole body.

"What's this?" The golden rings floating upon Kyubey's appendages suddenly shined as Madoka's form was bathed in a sea of blinding pink and white light. "Madoka, what have you-?"


"I'm sorry," Konoha said. "I have never heard of this technique before." She admitted. "From what you describe, it sounds like it's some kind of meditation trick."

"'Cept everything 'round you's tryin' to kill ya' while yer doin' it!" Kyoko quipped. Their group was rapidly hopping from one highrise roof to the next, in a mad dash rush to make it to the Observation Tower.

"It's a big risk," Mami conceded. "I'm aware of just how much I'm asking of you all!"

"I have no reason to doubt or disbelieve you," Konoha spoke. "But how can you expect Hazuki and I to perform a technique we've only just heard about?"

"I can help! I can help!" Tsuruno excitedly declared, she had just joined their race to the tower. "I can help you 'cause I've done it before!"

'You have?' Momoko telepathically questioned. She, Asuka and Meiyui, meanwhile, were busy remanuvering Walpurgisnacht into position. Meiyui's perceptual tricks had altered the beast's course. It was now rapidly hurtling towards their planned attack point. 'I kept tryin' to get Yachiyo to teach me but she refused! Always said it was too dangerous!'

"Uhhhhh, it was kinda 'cause I kinda only did it once… And it was kinda sorta accidentally!" Tsuruno admitted. "But I did it, I know I can do it again!"

'Miss Tatsuki, it's almost in position !' Meiyui telepathically relayed. 'Get ready!'

"Right!" Asuka pumped her fist. "I'm ready!" An ocean blue hue surrounded her body, as she conjured up her inner might. "Haaaaaalt!" She stuck her hand out towards her humongous foe. "Youuuuu shaaaaall paaaaaaaass noooooo faaaaaarther!"

"Hahaahaahahaahaaaaaa! Hahaahaahaahaaahaaaaa!"


In that extraordinary moment, Madoka could see everything. She could hear all their thoughts, connect with all their hearts.

Nagisa Momoe, right outside, trying so hard to be free. Free from worry, free from guilt, but most of all free from dependence. "It's okay now… You will be free at last!"

Her new companion Kako, so eager to prove herself to her friends. "It's okay, you're much stronger than you think!"

Her best friend Sayaka, sitting with her sleeping mother, wondering what to tell her friend about a simple, yet wildly complicated kiss. "It's okay… You will find your way."

Her stalwart mother, always worried for her daughter. "It's okay… You don't have to worry about me anymore!"


"Nanaka Tokiwa," Konoha disparagingly uttered as the elevator doors opened at the tower's Observation Deck. "At last, the master manipulator shows her face!"

"Konoha Shizumi," Nanaka replied. "I'm sure it gives you a great deal of satisfaction seeing me in such a beleaguered state."

"Uhh," Akira stood between them, apparently unaware of the preexisting hostility between the two. "Have any of you guys got a Grief Seed to spare, by any chance?"

"I have one," Hazuki stepped forward. "It's partially used, but enough to give her a recharge!"

"Hazuki!" Konoha protested. "Have you so quickly forgotten who was responsible for driving us from our old hunting grounds?"

"Konoha," Mami stepped between them. "What you said before about being compassionate," She whispered in her ear. "A good trait of leaders is knowing when to show some, even to someone you might detest!"

"Fine," Konoha yielded. "Very well. Do as you must." Hazuki promptly took out their spare and used it on the ailing Nanaka.

"I presume you are the esteemed protector of this town, then?" Nanaka graciously gathered her strength and stood back on her feet.

"As much as I'd love to introduce myself," Mami explained. "We have no time. If you're really here to help us, here's exactly what we need to do!"


"This is all you see? All you feel?" Madoka asked the voice.

'It is all I can show you. All your mind can process without transcending its biological existence, for now.' The voice answered.

"What do I do now?"

'Go straight to where your heart takes you '

Madoka's heart heard another voice deep in the ether. A howling maniacal laughter, seemingly cackling at the very absurdity of life, the utter meaninglessness of hope, treating it as all but a sick, sad play, a machination to reenact with every aimless turn of its gears.

And standing before it she saw a ragtag team of hopeful girls. The only thing between it and absolute despair, was their collective plea, a message rippling through time and space and going straight into Madoka's eternal heart.

"Oh… I see! Don't worry… I will answer your wishes… With my own!"

"C'mon Asuka!" Momoko glowed a buttery yellow as she cheered. "You can do it! Hold her there a bit longer!"

"I... Can… Do... It!" Asuka repeated, grinding her teeth. "Hoooooold riiiiiiiight theeeeeere!" Like a juggernaut the beast flipped its body over, its gears all turning and clicking, a frothy white fire building up inside its mouth. A swarming mob of thick yellow ribbons sprung from the ground, preparing to wrap the behemoth once it attacked.

"Hahaahaahahaahaaaaaa! Hahaahaahaahaaahaaaaa!" It was about to attack.

"Thirteen hearts." Mami concentrated. "We beat as one."

"Thirteen minds." Nanaka echoed. "With a singular goal."

"Thirteen souls." Tsuruno added. "Our might combines!"

Everyone now gathered at the top of the tower, Sayaka closed her eyes, materialized two swords in her hands, crossed them, stepped forth and held her breath.

"Hahaahaahahaahaaaaaa! Hahaahaahaahaaahaaaaa!" Its heinous-looking mouth opened wide, spewing a projectile vomit of white-hot fire.

"Hhuuuuuuuuuuurrrrrrrrgggggghhhhhhhhhhhhhh!" Sayaka exhaled, the force of the blast impacted her crossed blades, pushing back hard against her body. The intense heat seared her exposed flesh, her regenerative power doing all it could to grow it back and keep pace. Layer after layer stripped away, replaced, then stripped away again. The distinctive circular musical notes of her magic, reaching a new crescendo with every regeneration.

"Thirteen warriors." Meiyui rallied. "We fight with purpose!"

"Thirteen prayers." Kyoko preyed. "Whom seek salvation!"

"Thirteen lives." Homura finished. "With hope for the future!" Their bodies glowed with a colorful rainbow of auras, which all coalesced around the defending Sayaka.

Sayaka persisted, clinging desperately to her blades every bit as hard as she clung to that lever she grasped when she first steered the TARDIS. Now, just as then, she felt a sudden intense rush of energy inside her body, but this time, instead of making her feel sick, it made her feel strong.

She couldn't fail now. Even as the fire charred her flesh down to the bone, she was steady. She had seen too much, been through too much, had too many relying on her, to let any old doubts, pains or weaknesses challenge her now. She didn't care what became of her body. She cared only of everyone else in the city.

Madoka raised her arm hight above her head. She had done it. Her prayer had bonded their hearts with hers. Now came the next step. From her determined fist burst a gigantic bow of pure white light.

'The target has successfully been isolated to this time frame. Now is the optimal moment to strike!'

Madoka fired an enormous arrow up into the sky, cleanly evaporating the turbulent clouds, leaving Walpurgisnacht exposed to the soul-cleansing beams of pure sunlight.

"Hahaahaahahaahaaaaaa! Hahaahaahaahaaahaaaaa!" Its laughter, once so terrifying now was but a sorrowful cry.

"It's okay!" Her benevolent voice repeated. "It's okay!"

"Hahaahaahahaahaaaaaa! Hahaahaahaahaaahaaaaa!" Mami's bands of gold ribbons enveloped it, locking it into position.

"Don't worry… It's okay… You don't need to hate anyone or hurt anyone anymore…"

But there was still one last heart left for her to bless.

"Hhhhhhhhuuuuyyaaaaaaaaaaauuuuughhhhh!" With a fierce cry Sayaka deflected the beam away. A massive explosion lit the entire ocean horizon.

"That's it!" Mami shouted. She'd done it. She'd protected them. "Now, everyone! focus your hearts and minds on helping Sayaka!"

"I can do this!" Sayaka reassured herself. "I've gotta do this!" She reiterated with a heavy panting. Her clothing tattered, her hair and flesh singed, her blades dulled, only the newly-forged protective armor on her left arm remained unaffected. Sayaka raised her armored arm, picturing a magnificent sword of pure light deep within her imagination. Her objective was clear. The only thing she needed now, was enough courage and will to take that final step.

"Is this the end for me ?" Her utterly exhausted mind couldn't help but think.

"No." A mysterious voice replied. "This is only the beginning."

That sky-piercing arrow of light circled the entire Earth again and again, gathering the collective energies of all the hopes and dreams of every magical girl who ever dwelled upon it. Then as quickly as it was launched, the arrow hurtled back down at its target in Mitakihara City.

"Haaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaahhhhhhhh!" Sayaka screamed as she hurled the magical blade of light straight at Walpurgisnacht's main gear.

Sayaka's sword of pure light struck the main gear, at exactly the same instant Madoka's transcendent arrow penetrated its long-tortured soul. The gears cracked apart with a thunderous boom each, while the rest of the monster dissolved away like dust in the wind.

"She did it!" Konoha gasped. "W- We did it!"

"That was amazing!" Hazuki exclaimed.

"Justice is served!" Asuka nodded.

"Mitakihara is saved!" Sasara declared.

"Wooooooaaaaaaahhhhhhh!" Tsuruno cheered.

"Woo-Hoooooo!" Momoko agreed.

"Most impressive." Nanaka and Meiyui said in one voice.

"Way cool!" Akira grinned.

"I can't believe it!" Kyoko chuckled.

"Neither can I!" Mami was the first to step over and catch the collapsing Sayaka. The others quickly joined her in the sudden rush.

"It's over! It's over! It's over!" Sayaka heard a whimpering, crying exasperated voice utter not far away. Sayaka mustered whatever strength within her remained, crawled over and embraced that girl in a big, supportive hug. As her friend.

"Yeah. It's over. You're free. You're free. You're free."

"- Done?" Kyubey abruptly stopped. "Strange," He paused. "I had sensed through my appendages that a contract had been made, yet I do not detect the presence of any Soul Gem." He stared at Madoka, dumbfounded. "And your soul... Still resides within your own body?"

Madoka was every bit as confused. "What just happened?" She thought to herself.

'A contract has been made.' That computer's mature voice replied inside her mind, her hand still planted on the console's interface. 'A three-way contract, subsequently deferred.'

"Deferred?" Madoka wondered telepathically. "What does that mean?"

'It means, that when the time is right, and your assistance is once again required, I shall again call upon your limitless power of hope.'

"Does that mean I'm a magical girl?" She looked at the fourth finger on her hand. It felt to her as if there were a ring on it, but there was not.

'You always have been.'

"What do I do now?"

'Live. Live day by day. Connecting hearts, expanding minds and enriching souls. Nothing different than any other mortal soul. Farewell, until the hour we meet again. And always... Do your best, Madoka Kaname! '

MAIN POWER RESTORED

ACCESS TO TIME VORTEX RESTORED

AWAITING PILOT INSTRUCTION

"Wait-!" Madoka said aloud. She stared for a full minute at the computer display before her. "What did I wish for?" For a fleeting second she thought she saw the Hologram's face displayed on screen.

But it was merely her own reflection.