Deals and Fairytales

A Puella Magi Madoka Magica Outsider's Tale

Disclaimer: I don't not own these characters, they are owned by Studio Shaft/Aniplex and ABC/Disney for Madoka Magica and Once Upon a Time respectively. This story is meant for non-profit enjoyment only.

Chapter 3: Desperate Souls


Sayaka Miki was fast asleep. In her dream she was the beautiful princess in the glass coffin whereupon all the creatures of the forest mourned the beloved royal. Wearing a dress of purest snow white, her body seemingly dead to the world, the princess slept a cursed sleep inflicted on her by great evil. All hope seemed lost and yet in truth it remained, for there was one thing that could awaken the princess, the one thing that could break all curses: True love's kiss given by the princess's soul mate, the dashing prince charming. Her sleeping mind could see the prince's white horse galloping into the grove where the coffin rested after coming from a far off land on rumors of the princess's beauty. Kyosuke got off the horse ever the figure of a dashing prince, garbed in majestic silver finery and wearing a stately fur lined red cape. The sun fell gently on his fair features bathing him in a golden glow. He approached the glass coffin and opened the lid, staring down entranced at Sayaka for what seemed an eternity with absolute love in his eyes. Then he closed his eyes and slowly, ever so slowly, he bent down to give Sayaka the kiss that would wake her from her cursed slumber and presage their happily ever after...

And then Sayaka Miki woke up. She sat up and looked at her clock as the fading memories of the vivd dream danced in her head. Dang it why couldn't she have slept a minute longer? She was just getting to the good part. She slapped her cheeks a few times to drain out the blush that suffused them with a goofy smile plastered on her face the whole time, then crawled out of bed to get ready for school.


School had been pretty much as she expected: boring and of little consequence in the grand scheme of things. Her mind had never really been in class anyway and particularly not since Kyosuke had been in his accident. From that point on her mind was often squarely on him and helping him through his recovery. Nearly every day she would visit him in the hospital, give him various CDs of famous or hard to find classical music, and just sit and talk with him. That was were she was at now heading toward his room with her newest acquisition ready to present to him.

If Sayaka was being perfectly honest with herself she did have an ulterior motive. She had been enamored of Kyosuke and his playing since he'd first showed off his talent at school years ago. They had been childhood friends and her feelings had deepened over the last two years into a fierce first love. She was giddy every time she was near him and in her desire to get closer to him she'd begun adopting some of his hobbies such as his love for classical violin work. The best times were when he seemed to have eyes only for her, when it was just the two of them sharing some special moment. Her heart would pound in her chest and she could feel the blood rushing to her cheeks every time his face was close to hers. She wanted nothing more than to tell him how she felt. To have him hold her, kiss her, tell her she was his everything. For that she would give anything, her mind, her body, and even her soul just for Kyosuke to love her as she did him. And yet despite this Sayaka had never voiced her feelings to her beloved. She'd tried on several occasions, but every time she backed down, too embarrassed or afraid to tell him. Most of the time it was out of fear that he would reject her. That would surely break her heart. It made her feel like a coward. She wanted to believe in the strength of her love and it being able to reach the most important person in the world to her, but it wasn't enough to counter her fear of rejection.

These days a rather disconcerting change had come over Kyosuke. He'd always had a tendency toward quiet reflection and melancholy as well as focusing too much on his music things that Sayaka attributed to him being an incredibly pressured violin prodigy. He would stay up late trying to compose some new melody and come into class looking all haggard but she didn't mind. She loved his dedication. Then the accident had happened, a terrible car crash and Kyosuke was left with broken legs and worse, his left hand was completely numb and paralyzed. At best he could move his arm, it was devastating for a violinist.

That day Sayaka was convinced he'd never play again and Kyosuke's mood had taken a turn for the worse particularly in the last five or six days. It was like all of his poorest qualities had been amplified and the good qualities that she loved in him had faded to mere shadows. He was becoming increasingly angry, aggressive, and belligerent. She'd even see him lash out at a nurse once. Some days he would be sitting there in his bed constantly crying while others he seemed ready to scream at the first thing that annoyed him. He hadn't done anything to her yet but part of her was afraid it was only a matter of time. She hated seeing him like this, it gouged a huge hole in her heart. So far her bringing him CDs of classical music had been the only thing to help offest these dark mood swings. All she wanted was for him to get better and return to the beautiful and provocative young man she'd fallen for.

Sayaka had thought such a miracle impossible until recently when she and Madoka had met Kyubey. The odd little creature claimed to be able to grant any wish if a girl with the right magical potential agreed to become a magical girl and dedicated her life to fighting the witches that were born from humanity's despair. while the idea of being a hero, a crusader of justice very much appealed to Sayaka, what really drove her toward wanting to accept Kyubey's offer was the chance to heal Kyosuke's hand and with that possibly his heart. To see him whole and hear him play again, that she felt was possibly something worth putting her life on the line for.

Despite all the pressure that deep longing provided Sayaka had been hesitating on whether to agree or not. She'd seen what the magical girls could do yes, but she was under no illusions that it wasn't dangerous. The thought of dying somewhere to some horrible witch or worse, at the hands of another magical girl had given Sayaka pause. Even today she was still waffling on the offer when by rights she should have taken it. She almost had once after one of Kyosuke's darker mood swings had left him crawled into a ball and sobbing while she had tried futilely to comfort him.

Then there was the new transfer student and at the thought of her Sayaka involuntarily shuddered. Sayaka hated two kinds of people most in this world: Those who were extremely selfish and those who were extremely rude and the transfer student was both in her mind. Ever since she had shown up the transfer student had proved to be a major pain in the ass always showing up when she was least wanted. Mami had warned her and Madoka about magical girls like Homura Akemi who would fight bloody turf wars just for the "privilege" of hunting more witches and claiming more grief seeds. Meanwhile people would die around them either devoured by the witches and their familiars or by getting caught in the crossfire of these territorial disputes all done in the name of greater magical power. Sadly according to Mami girls like Homura were far more common than those like herself. Like as not Homura would be an obstacle if Sayaka agreed to become a magical girl and she wasn't sure how well she'd fare in battle against the girl if they came to blows as Sayaka was almost certain they would.

Homura was in fact so paranoid about competition for the grief seeds that she actively tried to stop Kyubey from contracting more girls and trying to deter would contractees with ridiculously cryptic warnings. It was like she was more a wraith wailing in the night instead of a flesh and blood human being. Just now she had encountered the transfer student outside the hospital and sure enough after making a veiled threat against Sayaka and her family she had fixed Sayaka with that cold, dead stare of hers and mumbled about how magical girls eventually lost everything. It was silly and all anyone had to do to confirm it was to look at Mami.

Mami was someone Sayaka respected greatly. Her beauty, poise, compassion, and selflessness fit Sayaka's view of the ideal magical girl perfectly. If she were to become one herself Mami would be the role model she would aspire to. She would be a hero of justice who never put her own needs above helping others just like the ones in all the hero shows she used to watch as a young child. She used to imagine herself as one of those heroes, a valiant lady knight or some kind of sentai ranger dispensing justice, beating back the villains, and saving innocents from their vile clutches. There had been times as a little child when she would dress up as these characters much to the amusement of her parents such as on Halloween which for some reason was big in Mitakihara unlike much of the rest of Japan. Maybe it had to do with magical girls that frequented it? Mami had said there had been a number of them until recently. Now there was only Mami as the others had either died or moved to other cities.

Finally she had made her way to Kyosuke's room. He was sitting up in bed looking at the setting sun. He turned to look at her as she moved into the room and she had to stifle a gasp. He looked horrible. There were dark bags under his eyes and he looked pale. She quickly wondered if he'd been eating right. One of the things that set him off before was the hospital food. Maybe she could make him something for next time?

"Sayaka?" His voice was noncommittal and strained with exhaustion with a hint of something more tense lying underneath. It broke her heart to hear it.

"Kyosuke! I brought you another present. You were looking for this one right?" She handed him the CD which after glancing at it he placed it on the bed next to him. She got out his CD player, put in the disc, and turned it on. "How is your therapy going? Do they have any news on your hand? You were looking at some experimental treatments ri-"

"Sayaka." The tone was mostly flat but there was a hint of something else beneath it, something that sent a chill through Sayaka. "Why do you keep doing this to me? Are you trying to torment me?"

Sayaka was taken aback. "What do you mean Kyosuke? I just brought you the music you love to li-".

"Do you think that's what I want!?" Kyosuke was screaming at her. It was the first time he'd ever done that to her. He was glaring at her now and her heart sank. "Do you think I want to listen to the music I can never make ever again? Do you think I want to torture myself by constantly being reminded of what I've lost?" With this he smashed his left arm into the CD with enough force to shatter the disc and drive several of its shards deep into his hand and arm. Blood began to well up and drip onto the bedspread.

"Kyosuke, don't!" She flung herself onto him and starting pulling the shards out.

"The doctor's told me there's no treatment that could work. That I should give up." His voice was hollow now, devoid of all energy. "Unless there's a god, or some kind of wish or miracle I'll never be whole again, never be able to play again!"

Sayaka burst into tears and clung to him. She couldn't take it anymore. Her decision was made. "It's, it's alright Kyosuke! Wishes and miracles are real!"

Kyosuke looked down at her for a moment then growled. "You're just saying that to make me feel better!" He shoved Sayaka off the bed.

"N-no Kyosuke I promise you, you'll get better!" Sayaka began to back away at the cold, dark look in his eyes.

"GET OUT!" With his one good hand he grabbed the CD case and threw it into the wall next to her. Sayaka ran out of the room sobbing as the orderlies rushed in to deal with the unruly patient. She never noticed that Kyubey was outside, looking in on the scene through the window its expression unchanging...


The roof of the hospital was fortunately deserted at this time of day. It took several minutes for Sayaka to stop crying and dry the wetness from her eyes. She had to be strong for this she decided. Taking a deep breath she shut her eyes and sent out a mental call. 'Kyubey.'

'Yes, Sayaka? Do you wish to make a contract?' When she opened her eyes the creature was standing next to her.

'Yes, but I want to go over some things first.'

Kyubey cocked its head to side. 'Very well, what do you want to know?'

'Could my wish restore both Kyosuke's hand and mind?'

Kyubey looked at her with that unchanging expression of his. 'Hmmm, it shouldn't be a problem. Is that your wish then?'

'Will it be instant?' Sayaka didn't want to think about Kyosuke waiting days for the miracle she was about to bestow upon him to take effect.

'It should be nearly so, yes.'

'Very well, do you agree to my terms?'

'Yes.'

With that Kyubey floated in front of her radiating a bright light. As he pulled his rabbit-like ears toward her heart she felt a kind of suction in that area that increased over time. Suddenly Sayaka felt a massive rush of warmth emanate throughout her body. It was like she was being wrapped in the world's warmest hug. When it ended she could still feel a warmth a little ways ahead of her. She opened her eyes and beheld a soul gem, this one aquamarine in color reminding her of a beautiful, gentle sea. It floated in front of her before landing still warm in her hands. She then noticed that one of her fingernails had developed a crescent mark the same color as her soul gem. Looking at the gem and the hope it represented for her beloved a single thought floated through her mind. 'I love you, Kyosuke.'

'Congratulations Sayaka Miki! Your wish has overcome the bounds of entropy! Now take up your soul gem and your duty for it is your destiny.'

"Thank you Kyubey, I will."

Sayaka closed her eyes and thought, no, willed for a moment as she felt a warmth spread out over her body again. When the warmth faded a couple seconds later she opened her eyes to see she had transformed. She was wearing blue shoes with a gold trim, white leggings held up with blue belts and a blue skirt with white trim. Her hands were adorned with white gloves with blue trim at the wrist. Blue sleeves rode up her arms. Her school shirt had been replaced with a white button down dress that turned to blue at the chest area, all laced with gold trim and short enough to bare her midriff. She noticed her soul gem was fitted into her stomach around her belly button. Finally she was wearing a white cape fastened around her neck with a gold clasp. She willed again and two rapiers appeared in her hands.

"A knight huh?" Her face broke into a huge smile. "Perfect!" And she bounded off the hospital roof and began to move across the city.

She had been gone no more than a few seconds when Kyubey heard the woosh that presaged Rumplestiltskin's arrival. "So the mouse has fallen into the trap and all it took was the right bit of cheese."

Kyubey turned to face the creature. 'By my calculations it should have taken longer for Kyosuke Kamijou to reach a point of total despair. His response was also far more violent than expected. You had Nagisa Momoe do something to him, what was it?'

"Just a simple potion to inflame the darker aspects of his personality. I must admit I was getting worried. The potion was only temporary and would have run its course in about two more days. Still, it fulfilled its purpose."

'She would have contracted anyway.'

"Now she's contracted sooner and besides, I like to hedge my bets."

'That's against the rules.' It was true for the most part. The hive mind had decided long ago to place certain restrictions on how its physical agents on Earth dealt with potential contractees and the situations surrounding them in order to appear fair and equitable. For instance, they couldn't force a contract on a girl, she had to accept of her own free will though they could take advantage of a dangerous situation that happened to come up to give the offer that much more appeal. They also had to tell the truth to a contractee though of course they didn't have to provide everything. Just the most relevant information pertaining directly to the question asked. If a girl asked about the soul gems' function and what happened when it was fully corrupted they were obligated to tell the truth but of course none of them did and it was their own fault for not doing so.

Kyubey regarded Rumplestiltskin again. 'I can't understand your motivations, Rumplestiltskin. First, you interfere in a contract and then you hasten one. What is your end goal?'

"As I said when we first met that's my business." He regarded the Incubator coldly.

'Keep your secrets if you must, we will discover all of them soon anyway.'

"We'll see dearie, we'll see." And he disappeared in another plume of black smoke.

Kyubey looked out over the city and began to take stock of the situation. Rumplestiltskin it had decided had been human once. Several of the creature's actions had suggested a close familiarity with human customs that only made sense if he had once been a human himself. Beyond that it had been impossible to ascertain his motives. The hive mind had been focused on uncovering his end goal for some time now and still nothing. It wasn't as though they had a lot to go on beyond a child's fairy tale that was in hindsight grossly mistaken when compared to the real thing. They knew he was from another world but which one? How could they get there and once there, how could they get the relevant information on Rumplestiltskin to come up with an effective counter strategy? Kyubey had hitherto avoided antagonizing the creature for one reason alone: Rumplestiltskin knew the secret of the magical girls and was obviously capable of monitoring its actions. Kyubey was under no illusion that Rumplestiltskin couldn't and wouldn't appear to the girls and reveal the secret if he was pressed. They might not believe him at first but he clearly had the power to force the truth to the surface say by throwing Mami or Sayaka into despair. And once that was done contracting Madoka Kaname would become far more difficult though not impossible. At the very least the situation warranted a closer inspection of the creature and its habits preferably unnoticed.

Setting the issue of Rumplestiltskin aside for the moment Kyubey regarded Sayaka Miki. She wouldn't last long as a magical girl, her idealism was too at odds with the real world to stay unbroken for long. She would soon slide into despair and perhaps through her descent it would finally lead to Madoka making a contract. Still, it might not happen quickly enough at least to be useful in thwarting Rumplestiltskin. Not unless it was given a little push and Kyubey knew just who could give that push. While it was against the rules to directly set up a confrontation between magical girls if Kyubey happened to say a few things and a girl decided to act on her own based off of them than that would be perfectly fine. It took only a moment's thought to locate the girl in question and Kyubey was off.


"Well if it isn't the little freak." The redhead gave Kyubey a lopsided grin.

'I wish you wouldn't call me such things Kyoko. I'm only here to help you.'

"I'll call ya what I want ya freak!" Kyoko Sakura turned and looked out over the city, her city, her hunting ground.

'I have information you might find interesting.'

"Yeah and what would that be?" Kyoko began to absentmindedly chew on a stick of pocky.

'A new girl has contracted in Mitakihara.'

"A rookie huh? Bet Mami's pleased about that."

'I believe Mami will train this one, yes.' Kyoko's eyes seemed to darken at this for just a moment.

"Poor rookie, hope she wises up and ditches Mami fast."

'The witch activity in Mitakihara has increased greatly as of late. Before long there will need to be several new magical girls on the front lines just to keep up.'

"Yeah, so?" Kyoko regarded Kyubey with a look that said "Shut up and get to the point.".

'When the extra activity subsides it's likely some of the girls will fan out to adjacent territories.'

"Pffft, like some newbies could ever beat me!" Kyoko placed her hands on the back of head and laughed.

'Of course, but hunting in this area has become scarcer as of late. It would be problematic if you were to run low on grief seeds at an inopportune time.'

"Heh I've got more than enough grief seeds coming in, but I see your point. The gravy train's not going to last forever. Hmm maybe I should pay Mami a visit and check out this rookie for myself. Lord knows she could use a proper example of a magical girl. And if I can get my fill of grief seeds, all the better."


Sayaka couldn't wait to call Madoka and Mami and show off her new garb. They had met inside Mami's apartment to celebrate. Mami had given her a warm smile at the sight of her magical girl form, but strangely Madoka was concerned.

"Are you sure you want this Sayaka-chan? It's dangerous. You might regret it some day."

"'Course it's dangerous, but I'll have Mami to help me so just leave the city to magical girl Sayaka Miki, champion of justice! And I'd never regret this! Kyosuke will be back to his old self and I feel great! In fact the only thing I regret is not doing this earlier!" She flexed her arm assuredly at Madoka. Madoka in turn gave her a shy smile.

"Yes, there's plenty you need to still learn about tracking and fighting witches." Mami's usual carefree smile was reassuring. "We'll start tomorrow, but for now we can celebrate!"

Mami began pouring tea and getting a cake out of her fridge. They would spend most of the night talking, laughing, and sharing stories. Sayaka was truly happy, the first time she'd been that way in a long time. Kyosuke was healed and she was determined to do her part and protect her friends. She would be a champion of justice like Mami and protect the people of the city, bring them hope. All the while Sayaka couldn't help but smile and think of the bright future she was going to build. Afterwards she and Madoka began walking home and Sayaka couldn't help but notice her friend's less than enthusiastic attitude. "What's wrong Madoka?"

Madoka gave her one of those shy smiles, the ones that said she was either embarassed or ashamed. "It's just I'm sorry I can't do more to help you and Mami-san. Here you two are risking your lives to save people and I'm still hesitating on whether to make a wish or not. I feel so useless sometimes."

Sayaka smiled and put a reassuring hand on her friend's shoulder. "It's alright, let me and Mami deal with it. You've always been that way, cautious I mean, and that's not a bad thing."

"But..."

"Look I didn't do this just to heal Kyosuke. I did it to help protect my friends including you. If it makes you feel any better I'd rather you weren't a part of this. I don't want you getting hurt. If you find something worth putting your life on the line for then ok but until then don't rush into anything."

"I... ok, thanks Sayaka-chan!"

Sayaka just smiled at her best friend and looked at the street sign. They were supposed to head off in different directions now. "I'll see you tomorrow Madoka!" Madoka nodded her agreement and trundled off toward home as Sayaka did the same. That night as she lay asleep she would dream of slaying the witches to bring peace to the city and of her and Kyosuke in a passionate embrace, their hearts beating in tandem as they affirmed their love for one another.


Rumplestiltskin stood on a hill overlooking the city of Mitakihara. In front of him was a very basic wooden table and on it two objects. The first was a simple candle in its holder to remain unlit until the proper time. The second was an old cloth cloak. The cloak was small as if to be worn by a child and while it seemed threadbare it was remarkably well preserved given it was several centuries old. Rumplestiltskin would not have it otherwise. It may not have seemed such what with all the wondrous magical items Rumple had collected over the years but this shoddy peasant's cloak was one of his most precious items. He would not let it go or allow it to be destroyed for any price. He gazed out over the city a rare forlorn look in his eyes.

It was nearing midnight, the witching hour, and then his ritual would begin as it did every year at this time ever since... Normally he would do this at his castle in the Enchanted Forest where no one would dare disturb him. Unfortunately he didn't have that luxury now so this would have to do. He refused to postpone this most important habit of his. It was no magical ritual this annual event, no rite of power, but rather a remembrance. It was also the one time that Rumplestiltskin let the mask drop and he for a brief time was not so much the Dark One but rather a semblance of the man he had once been. He lit the candle and stared at the cloak intently.

The memories came to him now as they always did unbidden, unwanted, and unstoppable. He saw his miserable life before, his wretched cowardess. He say himself hobble his own leg to avoid battle. He saw his wife leave him for a pirate. He saw his son about to be taken from him and his killing the old Dark One and becoming the new Dark One in the process to stop it. He never regretted that part as being the Dark One had given him power, the power to protect what was his. The power to exert his influence on the world. He had stopped the ogre wars, saved the children forced onto the front lines, and made certain that the fools who had thrown those young lives into that hell had paid dearly for their callousness. There was no shame in that whatsoever. No, it was what happened after that was painful. Power was its own reward and yet there was a part of him that wanted to throw it all away if only to be able to change the past. He saw his boy on the ground being sucked toward a green portal created by a magic bean given by one of the cursed fairies. He saw himself holding onto his son but the thing was his son wanted to enter that portal, wanted to go a special land, a land without magic.

Rumplestiltskin didn't cry, he never cried even at this, his saddest memory. He saw his boy begging, pleading with him to follow into this new land, to be free of the curse that was being the Dark One. A part of him wanted to but another part didn't want to lose the power. All he needed to do was let go of the dagger that held him to the ground and yet he couldn't do it. In the end the second part of himself, the dark self won out in that moment as it had so many times before and so very many times since. He saw himself letting go of his son and the boy tumbling into the portal screaming at him all the while. And then almost instantly afterward the regret had come crashing down on him.

"Bae." The word came out laced with all the somberness and regret he felt at that moment. How couldn't it? Baelfire was the one person in all the realms that he truly loved. And Rumple had betrayed and abandoned him just like his own cowardly father had done to Rumple so many years ago. But unlike that man Rumple had realized his mistake. That day he had dedicated himself to one goal: To find his son. He had been planning and manipulating all toward that achievement a very long time. To do whatever it took to reunite with the boy who was the only bit of light in his long, dark life. It had seemed recently that his plans were reaching fruition and yet still there were some troublesome roadblocks. The training of Zelena had been a disaster and Regina's training wasn't going as well as he would have liked. He wasn't sure she would be able to do what he needed her to do when the time came. She had the hatred it was true, but would she be able to make the sacrifice necessary to carry out her part? He needed options, other ways to accomplish his goal in case things fell through. Rumple looked out over the city again. There was power here, enormous power and soon it would be in his hands. The precognitive abilities he had taken from a seer long ago had showed him that as it had the path concerning Regina. While such things weren't exact and were never what one expected Rumple was determined. He would do anything, cast anything, and ruin anyone it took to make that glorious day when he saw his son again happen. And when it did...

Rumple's thoughts then became a jumble of the past and the present. Kyubey and its ilk were much like the duke of the front lands he decided. That pitiful excuse for a man had begged for his miserable life before Rumple had gleefully relinquished him of it. Rumple was evil, he had no delusions otherwise and he was certainly willing to kill anyone who stood in his way, even a child. Yet what the Incubators were doing to the girls of this world, defiling their bodies and souls, sending them into a war of their own creation, breaking their minds, and turning them into monsters all in their rapacious desire for emotional energy... it was so much like the nightmare he faced in his waning days as an ordinary human. If the Incubators had existed in his world they would have likely done the same thing to the girls there too perhaps even the boys as well. Maybe even to Bae. For all his evil and the callousness built up over centuries the thought of such things actually angered him on a personal level. How many parents had seen their daughters disappear, taken from them and never knowing their horrific fate? There were few times Rumplestiltskin did anything that could be remotely called good and never without exacting some price that furthered his own goals. That was how being the Dark One worked. But he did enjoy a little poetic justice now and then and that at least was likely to be an end result of this endeavor. He intended to use the Incubators' practices against them to bring him one step closer to reuniting with his son and he had a special surprise in mind for Kyubey and the entire Incubator race. He had learned from his mistake with the duke so many years ago. He had simply killed the man and did not intend to do the same to the Incubators. After all, why kill them when inflicting a fate worse than death was much more fitting and by far so much more preferable?

So caught up in his memories was Rumplestiltskin that he failed to notice the little white creature staring at him from a distance, its expression ever unchanging, its mind ever working toward the completion of its own goals.


The next few days went by quickly for Sayaka. She and Mami had done some simple hunting, fighting a familiar or two with no problems. She was eager to learn as much as possible and so she had been drowning the senior magical girl in questions and requests for practice. The only reason she had deigned to relent was Mami reminding her to keep magical use to a minimum so as to not be caught unprepared.

The day after her fateful decision had been particularly special. Kyubey had proved true to his word and Kyosuke had recovered that night his hand working for the first time in weeks. She had worked with his servants to plan a special surprise for him. At first Sayaka had planned an "extra" surprise, a little confession from deep inside her heart and a kiss to seal her feelings but as she was in his hospital room she thought better of it. This was his day and she didn't want to overwhelm him. So instead she had helped him into a wheelchair and brought him to the hospital roof where his family and servants were waiting with his most prized possession: His personal violin.

He had asked that it be thrown away before yet now his face lit up at the sight of it. He took it eagerly into his hands and for the first time in weeks, he played a melody on the instrument. It was slow and beautiful and as she listened to his song with tears in her eyes Sayaka reaffirmed what she'd said to Madoka the night before. She would never, could never regret her decision no matter what happened. To hear him play, to know she loved him, that was all she needed to be able to put her life on the line...

Today though she was simply patrolling as Mami had been teaching her. Her soul gem in hand she was scanning, trying to find the energy signature of a witch or familiar. So far she'd yet to be tested against an actual witch but it was only a matter of time and she was sure that with Mami by her side they would triumph when that time came. In a way she was eager to deal with her first witch though she had held back in being too overzealous in her tracking attempts so as acquiesce to Mami's caution to conserve her magical reserves. She had noticed her soul gem begin to muddy not just with use but through everyday life so apparently she was always using magic in some way, shape, or form regardless as little as that seemed to be. She'd have to ask Kyubey about it when she got the chance.

For now it seemed that today would be another no show, another boring,wonderful day in Mitakihara, not that she truly minded. Then Sayaka heard Madoka's frantic voice in her head. 'Sayaka, you have to come quick! It's Hitomi! She, she's got a Witch's Kiss! We're in the factory district. I-I'm following her now. I already called Mami but you have to get here quickly. I don't know what she's going to do!'

Sayaka did her best to calm her best friend then transformed and darted toward the girl's location. All the while an anger was rising in her heart. How dare a witch mess with one of her best friends? That was something she wouldn't tolerate! She'd strike it down and save Hitomi, whatever it took. As she reached the location Madoka described she started scanning for signs of the witch and picked up the energy signature. She followed it back to one of the factory buildings and saw that one of the windows had been smashed out. A bucket of what smelled like some kind of chemicals had been thrown through the window.

Sayaka entered the building and saw several people sprawled unconscious on the floor, one of them being Hitomi. Towards one end of the room she saw the massive spatial distortion that was the barrier into the witch's labyrinth. Madoka and Mami were nowhere to be found. Hesitantly she moved over to Hitomi and placed her fingers on the girl's neck to check for a pulse then breathed a sigh of relief when she felt it feeble but steady. Madoka and possibly Mami had gone into the labyrinth and now she had to as well. She moved to the edge of the distortion and focused her will. She then threw out her hand releasing that will into the barrier and tearing open a hole. With a quick, deep breath to calm herself, Sayaka stepped into the labyrinth.

The disturbing, nonsensical imagery common to a witch's labyrinth greeted her upon entering. What looked like computer screens and various messages in an odd language were everywhere. Sayaka knew that caution was usually the better option when moving through a labyrinth but her friend was in here and she felt that the witch was focused on something else. And so Sayaka tore off as fast as possible toward the metaphorical center of the labyrinth where the witch made its lair. As she began to reach the lair what she saw next surprised her. Mami and Madoka were there trying to fight the witch as she thought but Mami was acting strangely. Gone was the poised, confident girl she knew and in her place was one frantically trying to destroy the various angel mannequin familiars flying about. There was a look of horror on Mami's face and as Sayaka looked around she saw why. There were more computer screens and in fact the witch itself looked like some kind of girlish mannequin coming out of a floating computer screen. All of the screens including the witch's were tuned to what looked like various horrible moments in Mami's life. Several showed what looked like a young Mami trapped in a burning car while others showed images of her crying over pictures of her parents or of her simply being alone. Sayaka realized the witch wasn't just attacking Mami's body, it was attacking her mind, tormenting her. And that caused Sayaka's anger to bloom into a full blown righteous fury. She summoned her rapiers, lept up as high as she could, and came crashing down on the witch. It only noticed her the moment before impact and it shrieked as the blades dug into it and the force of Sayaka's attack drove the creature into the ground. Sayaka then leapt off and looked at the witch. It was squirming around, just barely alive. Mami and Madoka had turned to look at her as she charged the witch crying out in triumph. "And now for the final blow!"

She moved ever closer, her blades ready to cleave the monster in two but as she began to swing her blades she heard Mami cry out. "Sayaka, look out!" There was a flicker of ... something to her side and she was sent careening into the wall of the labyrinth. The impact knocked all of the breath out of her. Sayaka pulled herself up off the ground and looked up at the witch or rather what was left of it. A spear was sticking into the melting, disintegrating corpse and holding that spear was a young red haired girl wearing a red dress and pinkish red skirt. The girl was staring at her with a smug grin on her face.

"Geeze rookie, I can see Mami isn't any better at training. You can't even land a proper killing blow."

Sayaka seethed for a moment. "Who the he-"

"Kyoko!" It was Mami. She was staring at the newcomer with shock and perhaps a bit of ... shame? At least that's what it looked like to Sayaka. "What are you doing here in Mitakihara?"

The girl called Kyoko flashed a sneer in Mami's direction as if daring her to make a move. "I came here cause I heard you were training another newbie and because I wanted to see how the hunting was around here after all this time. You really haven't learned anything have you Mami? Still trying to beg and coerce people into staying with you, pathetic. Oh well, I got what I came for." Kyoko bent down and picked up the witch's grief seed.

"Mami, who's the brat?" Sayaka didn't take her eyes off this Kyoko for a second.

"Well she's..."

"We knew each other in the past, that's all you need to know rookie." Kyoko sneered at Sayaka again and Sayaka glared back in response. Then she felt the wave of vertigo that indicated the imminent collapse of the labyrinth.

"Tch. No more time for chit chat." And Kyoko was off.

When the mad pcoket dimension that was the witch's labyrinth had faded, Kyoko was nowhere to be found. They dragged Hitomi out of the warehouse and spent the better part of an hour trying to explain that she had passed out and they were trying to take her to the hospital when she finally woke up. Sayaka was just relieved that she was alright. After they had left Madoka and Hitomi on a bench in the park to recover Sayaka motioned for Mami to walk with her. "Alright spill it, who is she?"

Mami held her head down in obvious shame. "Her name's Kyoko Sakura and she was the first magical girl I trained. Things... didn't go so well."

"And now she's back to what, run you out of Mitakihara?"

"No, I don't think so though it is strange for her to show back up after all this time. She left never wanting to come back here and I never thought I'd see her again." There were tears forming on the edge of Mami's eyes.

"If she gets in the way again I'm going to have to take her out."

Mami looked at Sayaka with shock and dismay plainly on her face. "You can't Sayaka!"

"She's clearly intent on giving us a hard time. I can't let that slide Mami."

"No, you don't understand Sayaka. She's more experienced than you! She's fought her share of turf wars before, she'll..."

"I don't care!" Sayaka was glaring at Mami now, a scowl plastered on her face.

"You should listen to Mami, Kyoko is more than a match for you." Sayaka rounded and stared into the face of Homura Akemi.

"Transfer student, you're late."

"So it seems."

"Akemi-san you know Kyoko too?" Mami was studying the raven haired girl closely. Homura simply ignored the question and focused on Sayaka.

"Stay away from Kyoko or you might find yourself dead. She won't pull any punches." And with that Homura walked away leaving Sayaka to seethe.

"That girl! It's like she's not even human, more like a robot!" Sayaka said grimacing. She then turned to Mami and her face softened. "Look Mami, I-I'm sorry I got angry with you. It's just people like that get me so..."

"I understand." Mami patted her on the shoulder supportively.

"There's something I need to do, I'll see you around later ok?"

Sayaka found herself at the hospital again only this time she was shocked to find Kyosuke had been released already. Why hadn't he called her and told her the news? Had he just been so happy he forgot? She wandered over to his house and stared at it through the gate. She could hear the faint sounds of violin music coming from the upstairs. So he was practicing huh? Best to leave him alone then, he tended to get irritable when his practice was interrupted. She turned to leave and saw Kyoko staring right at her.

"So that's it huh, you're mooning over some boy then?"

Sayaka fixed the redhead with a piercing glare. "That's none of your business."

Kyoko ignored the comment and continued. "Is he the one you made a wish for?" Sayaka's reaction simply confirmed this and Kyoko gave a disgusted sigh. "That's no good you know. If you're going to make a wish it should be for yourself. In the end all you've got is yourself anyways."

"That's a load of garbage!"

"Really? Here you are standing at the gates pining for this boy you're crazy over and you can't even go in there and talk to him. How is that not going to end with you by yourself? It's pathetic. You should just be marching in there and demanding he pay attention to you if that's what you want. It's not like he could stop you now that you have magic. Get some payback for your investment."

"Kyosuke is NOT my investment!"

"Sure he isn't." Kyoko fixed Sayaka with a lopsided smile. "I suppose if all you want is to care for him you could go in there and bust his legs or hands. Then he'd have to rely on you. He'd be completely yours mind, body, and soul."

Sayaka felt a fury welling up inside her, an almost berserk rage. "What the HELL is wrong with you!?"

Kyoko continued to leer at Sayaka with that infuriating smile plastered to her face. "Hey if you want to throw down about it I'm all for it rookie! But not here, follow me."

Sayaka followed Kyoko to a nearby overpass. The redhead turned and grinned at her menacingly. "Alright, here's the spot. Nobody will bother us here. I've got to admit I've been waiting for this rookie. You need to get some sense slapped into that naive little head of yours."

Sayaka had grown tired of Kyoko's taunts and chose to ignore her. Instead she sized the girl up trying to come up with a plan of attack. She was about to change when she heard of all things Madoka's voice calling to her. "Sayaka-chan, stop! Don't fight her, it's not right!"

Sayaka and Kyoko both turned to look at Madoka running toward them and in a split second of unity both of them incredulous asked the question that was on both of their minds. "How did you...?"

"I called her." They again turned in unison and gazed at Homura Akemi already in her magical girl form. She had that same lifeless stare she always did and seemed to regard the both of them the way someone would a dog who had messed on the carpet. "What do you two hope to accomplish by doing this?"

Kyoko recovered her composure first and glared at the newcomer. "Who the hell are you?"

Homura fixed the girl with a piercing stare and for all her bravado Kyoko actually looked a little uneasy. "Someone who doesn't take kindly to fools who start fights for no reason."

It was Sayaka's turn to react and she too glared at Homura. "Stay out of this transfer student. This is none of your business."

Homura's stare transferred to Sayaka and hardened. For a moment Sayaka thought she looked... unhinged. "If you insist on being a fool then I'll be your opponent."

Madoka looked at Homura now with shock. "Homura-chan, you can't!"

At this point Kyoko seemed confused. "Look if you've got a beef with the rookie over there that's fine by me. I'll let you have your shot. But I'm not going to wait forever." She pulled out several sticks of pocky and waived them toward Homura. "You've got until I finish these and then I'm jumping in whether you're finished or not."

Homura didn't even bother looking at Kyoko keeping her gaze fixed on Sayaka. "That'll be more than enough time."

Sayaka bristled at the implied insult. Creepy or not the transfer student had no right to belittle her. "Hey don't underestimate me!"

"It's your move." That cold, creepy stare just drilled into Sayaka and behind it she still thought she saw hints of something... else. Something almost mad. It took all her will not to shudder at that withering stare.

At this point Madoka was frantically looking back and forth between Homura and Sayaka. The panic was obvious on her face. "Homura-chan, Sayaka-chan please don't do this! It's not right, there's no reason to..."

"Stay out of this Madoka!" Sayaka had had enough of her friend trying to intervene in the inevitable. Nobody seemed to notice that Kyubey had appeared and was watching the unfolding events intently.

"But..."

"Look, this is going to happen whether you like it or not. Now stay out of the way or you could get hurt!" Sayaka then raised her soul gem and prepared to transform...

"NO! I-I'm sorry Sayaka-chan, but I can't let you do this!" She snatched the soul gem out of Sayaka's hand and threw it out over the overpass. It landed in the bed of a passing trunk that sped it's merry way along the road.

'Oh my Madoka that's no good. You shouldn't throw your friends away like that.' Kyubey's mental chastisement was promptly ignored by everyone present.

"This isn't good." Homura had a determined look on her face and took off after the truck. Sayaka meanwhile rounded on Madoka a furious look on her face.

"Why did you do that Madoka!? You had no right to..." And then Sayaka blacked out.

When Sayaka came to she quickly looked around. Madoka was on her knees holding her. Homura though standing was bent toward her. For once her eyes looked almost normal and there was a small hint of concern. Kyoko meanwhile had a deathgrip on one of Kyubey's ears and was glaring down at the little creature with obvious hate. "What... happened?"

Madoka was the first to speak. "Sayaka-chan..." And then she told Sayaka what had happened and what Kyubey had revealed. About how Sayaka had seemed to drop dead and how it was because the soul gem had gone too far from her body. That the soul gem in fact stored her soul. Sayaka could feel her face drain of color as Madoka continued. "Homura-chan got your soul gem back before it was too late."

Sayaka couldn't even speak. Dumbly she nodded at Homura who returned it though she didn't even notice the gesture. Her brain no, her mind, was locking up trying to deal with the news that had been presented to it. She was no longer herself. She was no longer human. She was just some soul in a blue rock. Her body wasn't even alive, it just shut down if her soul gem got too far from it. She was like some sort of walking corpse, a zombie. Her mind just kept going over the facts in an endless loop.

"She's in shock." Homura walked over and put her hand on Madoka's shoulder. Madoka, we need to take her home."

Madoka turned and nodded at Homura and the two of them helped Sayaka up off the ground and each taking an arm they started to move toward her house with Kyubey following close behind. Sayaka was barely putting one foot in front of the other, her mouth occasionally moving but no words coming out. Her eyes were glazed over and seemed dim in the streetlights' illumination. They didn't notice the stranger in the in the cloak looking at them from a corner, his hands steepled together, his golden eyes fixed intently on them and a small smile on his golden, scaly lips. Not that they could notice him anyways. As they slowly trudged toward Sayaka's house they remained silent. Halfway there Sayaka started to come out of her stupor. Homura and Madoka let go of her arms but she still pushed forward with that slow gait. "What... am I?"

When they got to Sayaka's house she stumbled in with Kyubey following her. She barely said anything to her parents who gave her worried looks as she went to her room. It wasn't as though they would understand. How could they? Magical girls, witches, a contract with an alien being, and their daughter becoming a zombie, who could ever believe much less deal with something like that? Sayaka couldn't even begin to figure out how to break it to them. She'd never had a close relationship with her mother like Madoka did hers and even if she did what sort of advice could her parents possibly give her? So she walked into her room, closed her door, placed her soul gem on her desk, and stared blankly for several minutes. She was aware of Kyubey being in the room with her and eventually decided to focus on him. She had questions, and he would give her answers.

"You tricked us! Why didn't you tell me what you were going to do to our bodies?"

'I did not "trick" you, you never asked. Besides it's much more efficient this way. Normally the human soul is easily destroyed when your body takes even moderately severe damage. I extract your soul and mind and put it into your soul gem so you can more easily safeguard yourself. You can fight the witches without worrying as much about getting hurt. I may have omitted the details about the changes to your body and soul but I did extend the offer to become a magical girl fairly and was willing to answer any question asked. You can't blame me when you were the one who didn't make sure what the contract entailed before agreeing to it.'

Sayaka felt the anger welling up inside her at the creature's flippant view. "A lie of omission is still a lie! I never asked you to do this to me! I didn't need it and I wouldn't have made the contract if I knew I'd have to go through that!"

Kyubey shook his head and padded over to Sayaka's soul gem. The mere sight of her new "home" made Sayaka nauseous. 'You don't give battle the proper seriousness it deserves Sayaka. Imagine for instance if someone speared you through the stomach.' At this he pressed against her soul gem with his paw.

Intense pain shot through Sayaka's stomach. She quickly gasped and clenched her teeth to keep from screaming and dropped to the floor holding her stomach, barely able to move. Tears welled up in her eyes and she fought desperately to hold them back. She twitched on the ground and kept making strained groaning noises.

'Do you see now Sayaka? One serious blow and you're incapacitated. There's no way I could ask you to fight like that. The only way you magical girls are able to fight the witches and each other at all is because your soul and your body's pain receptors are partially disconnected. Any pain that would normally overwhelm you is partly ignored and you are able to keep on fighting. With practice you can even disconnect to the point that you feel no pain at all though it comes at the cost of a slower reaction time so I don't recommend it.'

Kyubey pulled his paw off of her soul gem, but Sayaka was still on the ground, the pain barely starting to subside. She struggled to form words through gritted teeth. "Why do we have to go through this?"

'You agreed to become a magical girl in exchange for having a wish granted did you not? And that wish was granted correct?' Kyubey's face remained its usual smiling self.

Part of Sayaka wanted to reach out and strangle Kyubey. He had lied to her and the other magical girls, violated their very souls, and turned them into little more than walking corpses meant to fight a war no one normal even knew about. She wanted to kill him for that, for turning her and the others into inhuman monsters. Another part of her realized he was right. She had done this to herself. She had wanted to wish for Kyosuke to be healed and she hadn't considered the full price her agreement entailed paying. So instead she got up as difficult as that was, turned off the light, crawled into bed, and cried herself to sleep as one thought kept flitting through her mind: 'How can Kyosuke ever love me now?'.


Homura didn't know what to do about these new developments. Now not only had the sweets witch not showed up, but Sayaka had contracted early and Kyoko had shown up earlier than expected. Something was definitely wrong with this timeline. Was Walpurgis Nacht going to show up early too? She hoped not. That monster could stay as far away for as long as possible as far as she was concerned. There was one other odd thing she'd noticed. The Incubator had seemed strangely preoccupied with something. Oh it still made overtures to Madoka when it could but usually it took a fair interest in Homura herself as it couldn't remember ever contracting her. Instead it had barely payed attention to her at all past the first few days. In a certain light it was a boon as Homura was free to be more liberal in the use of her power but it was also disturbing. Was whatever had its focus the reason for the massive shift in the timeline and if so what could it be that it would interest the Incubator so much it would ignore the massive anomaly that she herself represented? No matter how hard she thought about it she couldn't come up with a satisfactory answer so instead she turned her mind toward Sayaka.

Sayaka was deteriorating much faster this time thanks to Kyoko's early interference. What was worse was that the drama between her, Kyosuke, and Hitomi hadn't even started yet though she was certain it would only be a matter of a day or two. In her current state Sayaka probably wouldn't last the week. The heartbreak would be enough to send her spiralling into the abyss. Was there any way to keep her holding out if only for a few more days? Her knowing the truth about her soul was the first major piece of her downfall in nearly every timeline. She started to doubt and give up on herself. She began to sink into despair.

Then there was what happened to Homura herself on the overpass. That last confrontation had unnerved her. She had intended to simply knock Sayaka out but for a moment there was another urge, a much darker one. She had thought about how much easier it would be if Sayaka was simply dead. No Sayaka, no witch it was as simple as that. In the end Homura had fought down the urge but she had been so close to doing something she thought she'd never do. Would she do it? Would she simply kill Sayaka like some wounded dog in need of a merciful death before the darkness tore her apart and cast her ruination in front of all to see? The urge had been there and Homura didn't like it one bit. It made her feel like she herself was at the edge of some great chasm about to fall off. And what would she become if she did fall? A witch, or something worse? Right now she didn't want to find out and so she had to do something, anything to save the blue haired girl if only for a few days. Try as she might though the answers simply didn't want to come and all Homura could do was stagger exhausted back to her apartment.


Author's Notes: So here we are at the end of chapter 3. It's a fair bit longer than the first two in part because of all the scene shifts and trying to set up the pieces for Sayaka's fall into despair. Sayaka's slow spiral into damnation is an integral part of the PMMM story and I struggled to give it its proper due. In fact I doubt I truly have. Sayaka will have her own character study story later on in the Outsider's Tales series but that is a long way off. For now this chapter and the next help to serve as practice for when that time comes. I felt it necessary to include the short dream sequence at the beginning to begin to highlight one of the main problems Sayaka has: Her view of herself and the world around her is incredibly naive and severely clashes with reality especially the reality of the magical girls. She sees herself as Snow White, the beautiful princess who is saved at the very end by her handsome prince and rides off to her happily ever after. As PMMM fans know though she's actually the Little Mermaid (The original, NOT the Disney version). And the Little Mermaid's story is far from happy.

I also had to set up the foundations of Sayaka's ideals as they are also a major reason for her downfall. Sayaka is one of those people with a very black and white view of the world, good and evil being clearly defined for her. She hasn't had the chance to begin to see that the world is really a bunch of grays. There are few absolutes beyond those you actually set for yourself. Sadly Sayaka expects far too much from herself and ends up pushing herself off a cliff.

Finally I had to set up her feelings for Kyosuke and this was a challenge in and of itself. We know she loves him dearly, enough to make a wish knowing that she would have to put her life on the line just to heal him. How do you describe such an intense first love while also setting up to show how naive it is? It is very rare for first loves to actually work out, something Sayaka doesn't understand yet. If she did she probably wouldn't have destroyed herself the way she did in the series. So I set up little observations from her of Kyosuke's worst qualities, his obsession with music and how he ignores her and others for it for one and most importantly have her dismiss their severity. Love, especially that extreme first love we feel in our teenage years blinds us to so many things. Rumple's potion helps to bring a lot of that to surface in all its ugliness and we also get to see how Sayaka just can't cope with the potential for rejection from him yet.

Now this chapter is called Desperate Souls and desperation is a major theme in PMMM as well as this story. Desperation is what drives the girls to make their contracts with Kyubey and also why many people make deals with Rumplestiltskin. Whether it's to save a life, heal a friend, or just help someone close to them they're all desperate for something they don't know how to achieve normally. As Rumple says in one episode he knows how to recognize a desperate soul. Speaking of that episode (Also called Desperate Souls) it's the one in the first season of Once where we actually see his origins and how he became the Dark One so it was fitting to have the scene in this chapter that kind of talks about that and gives us his major motivation for being here. We get to see behind the mask as well as to get some references to the greater world of Once Upon a Time. I'm trying to sprinkle a few references in with the other characters here and there too so keep an eye out for them. It also makes for a good contrast to what Kyubey does to Sayaka in the series and at the end of the chapter.

As far as the Homura character study is concerned there's two main points in this chapter. The first is to see how other characters in particular Sayaka view Homura and her actions which is to say not in a positive light. The second is to show just how close to edge Homura is at this point. Constantly going back in time, constantly seeing her friends die, constantly being faced with a situation she has little control over and yet is trying her hardest to overcome, this has had the effect of breaking her. If you've ever played any of the White Wolf (or Onyx Path as they call themselves now) pen and paper roleplaying games set in one of their World of Darkness settings you know that they have a penchant for morality systems and the one for Vampire: the Masquerade and Vampire: the Requiem known simply as Humanity is the one I liken to the situation with Homura and the other magical girls. You see as someone who's become a vampire continues to live on their sense of morality begins to degrade. The innate humanity they had before becoming a vampire is slowly eroded over the years and as it does the vampire becomes more callous and more willing to do acts that we normal humans would see as horrific. And this is exactly what is happening to Homura and the other girls. They've been transformed into something that can't quite be considered properly human and the circumstances of their new situation forces them to lose their humanity little by little. They end up being perfectly fine with fighting other magical girls and in some cases letting normal humans die just to get the grief seeds that will extend their power (and their life but most of them don't know that). Homura has become so worn down, her humanity is so degraded that she comes off as something other than human to the other magical girls who haven't strayed so far down the path. She's seen as something dangerous, something that might kill to get what it wants. She isn't completely gone (In Vampire terms hitting Humanity 0 and succumbing to the Beast, or Witch as would be the case with Homura) but she is getting close and that's a frightening thing to contemplate. It's a deep kind of personal horror, the idea of falling to the evil inside oneself and becoming a monster.

So onto music. The breakout piece here is "Rumplestiltskin in Love" and can be found on Itunes as part of the Once Upon a Time soundtrack. Seriously, play it while reading any of the scenes involving Sayaka and Kyosuke or simply the ones where she thinks about him as well as the scene with Rumplestiltskin. It was perfect for writing those parts. Also from that soundtrack is "The Genie's Wishes", a little piece that can sort of be used for when Kyubey appears. He's also got his own theme which is of course appropriate. There's also the Kyubey parody song aka "Do You Want to Make a Contract?" that you can find on Youtube. This works as a nice little double reference since it's a parody of Frozen's "Do You Want to Build a Snowman?" and Frozen had its place in Once in the fourth season. Of course there's also Sayaka's theme itself, "Decretum" and it's good for that part when she first sees herself as a magical girl and for when she's fighting the witch later on in the chapter.

Now for the Once title capture for this chapter it's simply Kyosuke's hospital bed, his silhouette looking out the window as the curtains ominously flap in the wind toward him.

The next chapter will be "The Mermaid's Choice". Hopefully I get it done quickly.

Update: Just some minor edits, corrections, and expansions.