Notes: This chapter includes a portrayal of Incubators that is... different from what has been suggested in a later Puella Magi series. But I'll discuss that in the endnotes.

Wreck-Creation for Fun and Profit

A Puella Magi Madoka Magica Fanfic by

Nate Grey (xman012-at-aol-dot-com)

Chapter 2: Familiars and Friends

The Incubators had been in business long enough to know that wish-granting could occasionally prove unpredictable. Some girls were either especially intelligent, or especially thoughtless, and not being prepared for the ramifications of their wishes would be most unwise.

Madoka had certainly reminded them of that.

So while her wish to destroy all witches before they could be born had rewritten the universe, and effectively erased the memories of many Incubators... she hadn't gotten them all.

The Incubators made it a point to keep some of their number well away from any magical girl's possible sphere of influence. It wasn't easy, but it was practical, and it had served them well this time. After all, if the Incubators had been thoughtless enough to have their entire population within range, Madoka's wish would have destroyed their civilization as they knew it.

Much study had gone into the events that had brought about that particular mess, and the knowledge it provided had been worth the effort. Of particular interest had been Sakura Kyoko's practice of allowing familiars to become witches by feeding on human victims. Familiars had always outnumbered witches, and because their power was so low, Incubators tended to overlook them as potential energy sources. And even when they did become witches, the transformations did not yield anywhere near as much energy as a magical girl becoming a witch did. And in any case, Madoka now had the ability to prevent both from becoming witches.

So the only way there would be any new witches was if Madoka allowed it, or if someone found a way to create witches that was firmly outside of the established two ways. Madoka could go anywhere there were magical girls or familiars, so involving either one in the process was asking for trouble from her.

The Incubators puzzled over this for a while. Familiars never became anything other than witches. The same was true of magical girls, given enough time. Girls, on the other hand, became women. Women couldn't technically become witches, as they had missed the window of opportunity. Still, as much despair as a girl could generate, surely a woman, of who so much more was expected, could generate at least three times as much despair.

It is important to note that because they were not hindered by emotions, the Incubators did not embrace the concept of revenge. Certainly, Madoka had interfered with their process, if not overturned it entirely. They did not wish ill on her, and in fact respected how well she had used her wish against them. Most girls gave their wishes nowhere near as much thought. But the fact remained that Madoka had become a major player, and Incubators played to win.

Selecting Madoka's former mother for their first mega-witch experiment was not done out of malice, though. They were merely curious if Junko possessed any of the awesome potential that Madoka had, despite not being caught in the karmic backlash of Homura's wish. Certainly Junko had a great deal of willpower, which always helped. And even if Junko possessed no outstanding talent, her very identity would occupy much of Madoka's attention. Enough, perhaps, for other tasks to be carried out without her noticing.

Worthy of note was a single Incubator who also proposed examining Madoka's former brother for any hidden potential. As a rule, Incubators did not bother with boys: they were so often trained to supress their feelings, so their emotional fluctuations were less frequent and far less energy-intensive. But again, with this being Madoka's family, the Incubators were not willing to overlook anything.

Curiously, Tatsuya did seem to have a great deal of magical potential, for the moment. But it would fade as he grew, the same as it would for anyone else. The Incubators had no program in place for turning boys into anything, and at best, Tatsuya might become a powerful familiar to a witch. Perhaps even to his own mother. But, ultimately, Tatsuya was left alone. It was decided that if two members of Madoka's family were targeted, she might do something drastic, like convince a potential magical girl to wipe out all Incubators.

Something like that was of course outside of Madoka's nature, but as there was no chance of her despairing into a witch anymore, no Incubator was quite sure what would happen, if she had enough despair built up and purposely didn't get rid of it.

And not one Incubator considered that Madoka might recruit a witch to bear the despair for her, much less allow the birth of one for that very purpose. Manipulating people just wasn't her style. Or it hadn't been previously.

"It's there."

Kriem looked in the direction Madoka was pointing. From that distance, the planet seemed so... ordinary. So very much like Earth, really. It was hard to believe that the place was crawling with creepy little scam artists like Kyubey.

But not for much longer.

"You should know, my power isn't meant for causing harm," Madoka warned her. "So the more harm you do, the faster my power will drain from you. But I won't abandon you, so you don't need to worry about that. I also won't ask you not to kill anyone, but I will say it would be a mistake to erase their population entirely. Despite everything, their existence has done some good."

"Are you going to step in, if I don't go along with your rules?" Kriem asked.

Madoka looked away. "I won't need to. I told you, I'm here to stop the witches. Anything else, I'll make up as we go. But there aren't any witches here right now. Not yet. But I'll be busy soon enough."

"And am I allowed to absorb witches?"

"Technically, yes. I think your personality would be dominant enough where you wouldn't change much in the process. But you'd have to outrun my arrows first, and there's a reason I didn't give you my speed, Kriem-chan. So, good luck."

"Won't need it," Kriem replied as she descended with the speed of a rocket.

Madoka watched impassively as Kriem struck the planet's surface, causing an explosion big enough to see from space.

"So you're really going to do this, Madoka?"

"You knew we were coming," Madoka said. "Didn't you, Kyubey?"

"I know you, Madoka," Kyubey said calmly.

"You must be close by for me to hear you so clearly. You can come out, I won't do anything to you. You gave me this power, and I am grateful."

"Very well." Kyubey appeared before her. "I must say, I am surprised by the company you're keeping these days. Well, that you have any company at all, as you are now."

"You didn't even warn the others of the danger, did you?" Madoka asked.

Kyubey's tail lashed about in what could have been frustration. "It's a little funny you should mention that. I did. And do you know what I was told? That a goddess seeking vengeance on us would be the result of petty, human emotions, which you no longer possess. And they accused me of being emotional for insisting I was right. You can imagine how insulted I was, so I stopped trying to convince them. If anyone did believe and had the good sense to prepare for your visit, then they deserve to survive."

Madoka sighed. "So you don't care much more for your own people than you do for humans. I can't decide if that should make me happy or angry. But I think it makes me understand you better, all the same."

"Are we friends again, then?" Kyubey asked, waving his tail.

"That depends. How involved were you in what was done to my mother? And before you say she stopped being my mother when I erased my existence, or get ready to lie to me, let me remind you that I already know the answer, and am just giving you a chance to be honest with me. Which would go a long way toward repairing our friendship, if you really wanted to."

Kyubey nodded. "Fair enough. I submitted my report concerning my time on your planet. Basically, what was expected of me. I included all information that I considered relevant. I consider myself responsible for presenting all the information, but I had no say in what happened after that. I can honestly say that while I didn't suggest your mother specifically, I did express my admiration for how efficient the witch system sounded, and how much more efficient it could be. I suppose if you want to blame me for that, you can."

"No. When I really think about it, you could have easily done far worse, with your power." She reached out and gently rubbed the spot between his eyes. "Thank you. I suppose we can be friends again. But if you care anything at all about what remains of your people after this, please tell them to stay away from me, if they want to keep existing."

"I'll consider it. As you know, I'm not especially fond of anyone, and I am considerably less concerned with their survival since I was snubbed."

"That sounds like an emotional response," she warned him.

"Then I suppose I'm just mentally unstable. Funny how that kept me alive in this situation, while for you magical girls, it just got you-"

Madoka poked his head firmly. "Kyubey, we're finally friends again. Don't ruin it again so soon, please."

"Then as your friend, I should tell you that you'll be needing your arrows right about now."

She was not at all surprised when no less than sixty different versions of Walpurgisnacht appeared in a wide circle around her. "I guess those experiments were a success. Stay close to me, Kyubey."

"I appreciate the thought, but there's no need to protect me, Madoka."

"Oh, I'm not. But once I start firing, one moving target may look like another. I know how you hate using up your spare bodies, and besides, accidents can happen."

Something in her tone summoned a memory of Homura accidentally vaporizing his head several times in a row. She'd insisted that she'd been trying to completely obliterate his body, and that she could succeed if he would just stop running and dodging. Without another thought, Kyubey moved closer to Madoka.

"Can you do it?"

The Incubator winced as the fingers tightened around his neck. "It's against the rules! You only get one wish!"

Kriem smiled at him. It wasn't a pleasant one. "That's not what I asked you, Aibi."

"But this makes no sense! Your wish was already granted! Even if I could grant it again, are you aware of the karmic impact of granting the same wish multiple times? You could-!"

"You're not getting the message here. You either do this, or you get what your friends got."

Aibi shuddered. He understood that Kriem's power was all about consuming organic life. But all she really needed to do to facilitate that was trap her targets within her barrier. However, because she wanted to cause real terror, she had gone through the trouble of actually eating several Incubators. She appeared to enjoy it just as much as they did, but that wasn't the point.

She wanted them scared, and Aibi definitely was. If for no other reason than the eaten Incubators hadn't been able to switch to their spare bodies. That wasn't supposed to happen. It meant the rules didn't apply within Kriem's barrier, and this close to her, there was no escape.

"What you're demanding... it isn't something you need a wish to accomplish," Aibi admitted. "You're still thinking like a magical girl. But you're a witch now. And for this wish, at least, you already have everything you need."

Kriem paused to consider that. "You know, you're absolutely right. Thanks." She released the Incubator. "Okay, you proved useful, so I won't eat you. You can go now."

Aibi hesitated. "But... how will you be able to tell me from all the others?"

"That's... actually a good point," Kriem observed. "I guess I won't. Not really my problem, though." She shrugged. "Better to stay close to me, then."

Aibi immediately moved to sit at her feet.

Kriem raised her left hand, staring at it as she flexed her fingers. She still wasn't used to her new body, so very different from the former one. Before, her barrier had been a permanent fixture, situated beneath her main body. Now, the barrier extended outward from her heart, with her always at the center, and she could adjust its size at will. There was no doubt that Madoka had increased her power with this new body, but Kriem was sure that it wasn't all good news. Witches, she knew, did not think and feel as humans did, or at least not to the extent that humans did. And she strongly suspected that was exactly why Madoka had given her a human form: to force her into being humane. Or as close to it as a witch could be. Aibi had accused her of thinking like a magical girl, and that was exactly what she was now: a witch trapped in a magical girl's body.

"But I'm still a witch," Kriem murmured. "A witch who was defeated. And that means... this will work for me. It has to."

Aibi watched with curiosity as a small, black object took shape in Kriem's hand. He thought it must be a Grief Seed, until a few tiny beams of light penetrated the darkness within the seed. "I don't understand. Why would you want to produce a Grief Seed? And why put lights in one?"

"It's not just a Grief Seed. It's also a memory. And this isn't just a light in it. I'm not surprised you don't recognize it yet. But I think you might, once I add the finishing touch." Kriem brought the object to her face and placed a tender kiss on it.

What happened next violated everything Aibi thought he knew about wish-granting, witches, familiars, magical girls, and ultimately his own species. And even if he never did anything else, he would never forget that moment.

The Incubators had set out to recreate the most powerful witch, and then improve upon her. They had unquestionably succeeded. But once again, Madoka had surpassed them. She had created a witch of the highest order, one who was to other witches what Madoka had become to magical girls: an entity without laws or limits, who redefined her lessers simply by existing. And just like Madoka, Kriem had found a way to use her original wish to the fullest.

But where Madoka's wish had been born out of a heartfelt desire to make the universe a better place, Kriem's wish had been born out of desperation, fear, and selfishness. And while Kriem had not rewritten the universe with her wish, she had altered the natural order, and doomed herself to rapidly becoming a witch merely by the power that she specifically requested. Though it was not unusual for a magical girl to retain her original powers after becoming a witch, in most cases those powers would be either somewhat different, or greatly expanded. But Kriem's original power had just been so very suited for a witch, it would not have been a shock if she'd retained it and gained little else. And, being a former Madoka, of course she had retained and gained the world, one of her own making from which there was no escape.

"I couldn't leave, even if I wanted to," Aibi said a few moments later, finally realizing the truth.

"Nope," Kriem confirmed. "But it was funny to give you hope for a while."

Aibi might have believed that, if not for the serious look on her face. "I still don't understand what you hope to accomplish with all of this. Are you killing us solely for the sake of your revenge? Why would you need to ask me about your original wish?"

"I needed to know which rules still applied to me, and which didn't. And I figured the only way you'd tell me the truth was if I threatened your life."

"But that makes no sense. You're a very powerful witch, and you should easily be able to create a familiar, even if you didn't realize it. Why should that have anything to do with your wish?"

Kriem grinned at him. "Oh, right. An Incubator can't tell what your wish is just by looking at you. Sometimes I forget you little creeps don't know as much as you'd like us to think you do. I wasn't sure if the power I got from my wish would still work, now that I'm a witch. But you reminded me that I'm a witch in a magical girl's body. And now I know for sure that my wish still works, which is great for me."

Aibi turned to the silent figure standing next to Kriem. "But all you did was make a familiar. That shouldn't have involved anything from a wish. A familiar reflects the deep desire of a witch's heart at the moment she is reborn."

"Like I said, you don't know as much as you think you do. Just like me, what she looks like on the outside doesn't reflect what she is on the inside. She may look like a familiar, but she's so much more. If she wasn't, I wouldn't have needed to use an Incubator's life to make her."

Aibi's eyes widened in shock. "What?! But you can't do that! It's not possible! You shouldn't have that power!"

"Of course I shouldn't," Kriem agreed with a dark smile. "That's why I had to wish for it. As indestructible as you Incubators are, I figure my friend here will live for quite a while." Kriem's smile softened as she slipped her arms around her friend, hugging her tightly. "Doesn't that sound great? Onee-chan?"

Aibi shuddered slightly as Onee-chan's empty gaze swept over him, then focused on the top of Kriem's head. A sweet smile suddenly bloomed on her face, and she wrapped her arms around Kriem, tucking the witch's head comfortably beneath her chin. "It sounds so very truly wonderful, Kaname-san," she murmured.

Kriem slowly raised her head, frowning thoughtfully. "Hmm. We'll need to work on that." She caught one of Onee-chan's long, golden curls and rubbed it between her fingers.

Onee-chan blinked slowly as Kriem's magic flowed into her mind. "Kriem-chan?" she tried again.

Kriem glared, then sighed. "I guess that's better, for now." She fondly stroked Onee-chan's cheek. "What matters is you're here with me again, like I promised. And nothing is ever going to separate us again. In fact, I think I should make use of the other Incubators I ate."

Aibi shrank back as four more Grief Seeds appeared in Kriem's hands. "This isn't right! You shouldn't have this power!"

"You said that already," Kriem giggled, her eyes flashing with delight as the first of the seeds shattered, the darkness spilling from it assuming a humanoid shape. "Onee-chan, I'll let you name her. But make it something super-cute, okay?"

Onee-chan smirked and leaned over to whisper in Kriem's ear.

"Oh, that's a good one!" Kriem chuckled. "Be reborn, my Homuhomu!"

At once, the darkness solidified into a girl with long, black hair, violet eyes, and a severe expression on her face. "I am yours, Kriem-sama," she whispered.

"Mmm. Maybe later," Kriem whispered back as she gave Homuhomu a hug and a peck on the lips. "For now, I want you to hunt down any survivors. Don't bother trying to kill them, just toss them into the barrier, and I'll do the rest. Oh, and I'll send you some help in a minute or two."

Without a word, Homuhomu vanished from view.

"Now, for the rest of you," Kriem said, smiling at the remaining seeds. "We'll be together again very soon. And when we are, I won't let anything take you away from me again."

Continued in Chapter 3: Onee-chan

Madoka made Mami a promise: to become a magical girl duo. But Mami died... and Kyubey was there to grant Madoka's wish. Yet what is more cruel: allowing Mami to stay dead, or sentencing her to a life where she cannot escape the awful memory of her own death? It's a lesson she and Madoka had to learn together, through heartache and even more loss. It's a lesson Kriem will never forget.

Endnotes: (wordy by necessity, so feel free to skip them)

Let me start off by saying this, to avoid confusion. I think it's best to treat any Puella Magi series without Madoka in the title as an alternate timeline. What follows is a perfect example of the headache you get when trying to fit even one together with another.

I have seen it stated in Kazumi Magica that Incubators all have a single consciousnesses, and their bodies are just shells they download into. Which would invalidate the portrayal here of them having individual lives that can be drained. But, keep in mind, this info comes from Kyubey himself. So I only feel safe in stating that he probably wants people to think all Incubators share a single consciousness. Or perhaps just the opposite: if he knows we know he lies, maybe he's lying there, knowing we won't trust it. Impossible to say, really.

Anyway, Incubators operating under a single consciousness also presents a problem for the original series. Madoka erased Kyubey's memory when she rewrote the universe. In theory, that would mean that no Incubator was aware of Madoka's wish or existence... until Homura blabbed about the old universe at the anime's end. Which I'm amazed she did, as she was one of the handful of people who remembered Madoka, and thus should have wanted to protect her from Incubators especially. Why would Homura just tell Kyubey, who has no memory of it, about the old universe? This not only negates Madoka's memory wipe on Kyubey, but also dooms Homura in the long run. Homura clearly remembers how things ended, so she should have known not to tell Kyubey about witches. I've only been able to come up with two possible explanations as to why Homura did this, and only one survives Rebellion intact.

1) Madoka erased the part of Homura's memory that was prejudiced against Incubators, as a fresh start. It even seems like the sort of well-intentioned mistake she would make, trying to repair the relationship between girls and Incubators, which seems to be the case. But if so, then Madoka also erased the part of Homura's personality that made her extremely self-reliant and slow to trust anyone, Kyubey included. Except that Paranoid!Homura has clearly returned in Rebellion (in part because her memory wasn't reset, so she notices inconsistencies that others don't), so that theory falls apart.

2) Because her memory remained intact, Homura was counting on Incubators to restore the witch system, turn her into a witch, and to use her as bait to lure Madoka into a trap. Which Homura would then exploit, in order to steal Madoka's divinity. It helps that most of this is actually what happens in Rebellion. Although I have a hard time accepting that Homura was able to foresee that exact chain of events, considering any wrong move could have easily ended in her death, possibly as a witch. She would almost need Madoka's power just to know enough to place herself in a position to eventually grab Madoka's power, which doesn't add up... unless you're willing to accept that Madoka set the whole thing up, knowing Homura would never let her go, and giving herself a way out of the goddess thing. The possibility of which really makes my head hurt.

It seems like the safest alternative would have been for Madoka to erase Homura's entire memory of the old universe, just like everyone else, and allow magical girls to think of Madoka as their personal deity (which she was at the time). That way, if Homura did find herself fixated on the name, there would be a convenient excuse for it. And if Homura was plotting against Madoka even then, that would have put a stop to it. Again, assuming Madoka wanted it to be stopped. Which I'm no longer certain of. Which annoys me.