ch3nn:
You do understand that this isn't a shippy romance fic right? Then again, those two have a lot less strained a relationship in this fic than they did in the anime... Anyway, thanks for the reviews

All of my other reviewers:
I'm doing my best and I'm glad that you guys like it. All of your reviews are appreciated.

Back to Homura this chapter. Not much happens, just a lot of exposition. Hope you enjoy it!

MADOKA MAGICA

So... Mami Tomoe is... for lack of a better word, incapacitated, Sayaka Miki is a magical girl, and I have earned the trust of both her and Madoka Kaname, at least partially. This may prove to be a good thing, if I play my cards correctly...

It is time for the truth to be revealed.

MADOKA MAGICA

Homura's apartment had never had more people in it than it did that night. In her pure white living room, there were four people to accompany the chairs and table in the middle of the room, the holographic projections floating near the walls, and the complicated looking clockwork spinning on the ceiling.

Sayaka Miki, somewhat nervous, was darting her eyes in every which way in a hope to distract herself from her own apprehension. Similarly, Madoka Kaname was anxious as well. She kept her head down, in attempt to prevent eye contact with the apartment's owner. Speaking of which, Homura Akemi sat opposite the two of them, unmoving like a statue. On the table in front of them was Mami Tomoe, or at least her soul and the yellow crystal egg that housed it.

None of them said anything. There was a tense silence for a long while before Homura broke it.

"Sayaka Miki..." The said girl flinched at the mention of her name. Homura leaned forward and put her hand on the table."... If I may ask... What was your wish?"

The Sayaka frowned. "I... I don't know..." The raven haired girl did not react and simply stared. "I'm serious. I didn't wish for anything. I just suddenly became a magical girl from out of nowhere."

Interesting... "Let me rephrase the question. What were you thinking in the moment Mami 'died'?"

"I... That I was a burden..." She began "I thought I was a burden. Mami ended up like... that" She said, pointing at the soul gem on the table. "I wanted to help..."

"I see..." Mami Tomoe had been stabbed by over twenty needles. No matter how hard her soul gem tried to fix that, she would not be able get back up and fight - she'd run out of magic long before the damage was even partially mended. She was close to dead when Sayaka Miki contracted "You wished to help a girl who was wounded beyond recovery? That would explain your regeneration abilities..."

"I guess..." Sayaka muttered guiltily. "Not that it helped much..."

"On the contrary, it helped quite a lot." Homura gestured toward's Mami's soul gem. "Mami Tomoe was as good as dead. Your power might not have saved her body, but you did save her spirit. Show me your soul gem"

With reluctance, the bluenette materialized it and placed it on the table. It was surprisingly dim despite being newly contracted. Both Madoka and Sayaka were surprised and deeply disturbed by this.

"Mami Tomoe's soul gem was equally dark, if not darker when we arrived here." The glasses girl stated. "You're helping her, Sayaka Miki. You're helping, but at the expense of your own soul"

"W-w-what do I do!" Sayaka asked in a panic.

"C-calm down, Sayaka." Madoka pleaded, obviously distressed as well.

"Calm down? Calm down!?" The bluenette stood. "You're not slowly getting killed by your own powers! What makes you think I CAN calm down!?"

"Sayaka Miki, listen to your friend. Her suggestion has more merit than you think." Homura ordered.

There was another tense silence. Sayaka shakily sat back down and Madoka uncomfortably shifted in her seat.

Homura looked at both of them. Sayaka Miki is hysterical and Madoka Kaname is terrified. This situation is getting out of hand. Will they be able to take the truth if I tell them right now? She sighed and continued. "Everything I tell you is true, so I suggest you brace yourselves for the worst..."

The two were unsure whether they even wanted to know. They looked like they both wanted to leave and never return. Yet they stayed rooted to the spot, waiting to be told what Homura was going to say. The raven haired girl clenched her teeth and pressed on.

"First off, calm yourself, Sayaka Miki." She ordered once more. "Despite what most magical girls believe, the use of magic isn't the only way for one's soul gem to darken. The rate in which it deteriorates is directly proportional to your emotional state. Anger, fear, hopelessness. All of these will accelerate the process."

Sayaka swallowed a mouthful of air in an attempt to suppress her emotions. "I... okay..." Madoka leaned in and put a hand on her shoulder, her face with a helpful smile. Homura looked at the scene with a cold stare. There were things she wished to say but they were not important.

She continued. "There's also the matter of what happens when your soul gem darkens completely. I take it Mami Tomoe never told you what happens when that occurs?"

"I... no... not really"

"She never knew about it, which is why she had nothing to say. I, however, had the misfortune of finding out first hand..." The raven haired girl closed her eyes and sighed. "When the soul gem darkens completely, your wish will be negated. Your soul gem will become permanently tainted and darkness will begin to well up inside you. Once it reaches full capacity, you soul gem will break and you will become the very thing you are tasked to slay" She kept her eyes closed. She could only imagine look of horror on the two's face. "You will become a witch"

Sayaka broke. "I... I never asked for this... I wanted to help... I never wanted to become a witch... I DON'T WANT TO KILL ANYONE!"

"Sayaka, you're not gonna kill anyone. You're a good person. You won't turn into a witch. Just believe in yourself and you can... you can... Sayaka just..."

Sayaka Miki is having a violent reaction to the information I gave her. At this rate, she'll become a witch, here and now. I WON'T allow that to happen. At least not while Madoka's here...

Homura stood, walked over to Sayaka, and slapped her. "Get a grip on yourself. Your soul gem's darkening." She said coldly. "If you don't wish to become a witch, you have the means to. Control your emotions and don't let them get the better of you."

"I... I... I..."

"Are you really willing to turn while your best friend's in this room with you? Are you willing to put her in danger?"

The bluenette's breathing was quick and ragged but she forced it to slow. Her trembling slowly stopped and soon she was quietly sobbing on Madoka's shoulder. "I'm sorry... I'm sorry..." She repeatedly muttered.

"You did well, Sayaka Miki. Your soul gem's already becoming clearer."

"H-how do you know this..." Madoka asked, voice still shaky.

"As I said before... I had the misfortune of finding out... first hand." Homura replied. She looked away not trusting her eyes to hide the pain of remembrance. "She became a witch, right before my eyes..."

"...We're sorry..." Madoka said guiltily. "We didn't mean to bring up bad memories..."

She risked a glance at the pinkette. Horrific images flashed before her - a dead body in a flooded city; a black plume of death, ready to kill anything in its way; a darkened soul gem in the sights of her hand gun. She quickly looked away. "Don't worry about it, Madoka. It wasn't your fault..." It was mine...

The raven haired girl returned to her seat and waited a good while before Sayaka stopped sobbing. When the two were sufficiently calmed down, she spoke once more.

"Telling you the truth was not the only reason I brought you two here" She stated. "There is a witch that will arrive here in around three weeks time. It is more massive than any witch you have ever encountered and is so powerful that it doesn't need a labyrinth to mask its presence from humans." The two seemed afraid. As well they should. "The witch's name is Walpurgisnacht..."

MADOKA MAGICA

Mami Tomoe and Sayaka Miki... And soon, Kyouko Sakura... Will the four of us be able to defeat that witch? I don't know. I won't know until it arrives and we fight it...

But still, there are more pressing matters at hand. The amount of magic required to restore Mami Tomoe's body will be unreasonably large. It will put a large dent in my grief seed reserves. I'll need to resupply...

Perhaps I can ask for the aid of Sayaka Miki in this matter. No doubt she feels responsible for Mami's... unfortunate circumstances. She can help me collect more grief seeds...

MADOKA MAGICA

We're close to reaching the halfway point guys. Ain't that great!? Hope you enjoyed that chapter. Leave a review if you want. A new chapter should be up sometime after today. How long "sometime" will be dependent on when I finish writing the said chapter.