Bernadette, Grace and Hitomi walked down the streets, the two soul gems hidden from prying eyes as they followed Kyubey to where the witch was. The soul gems were slowly glowing brighter as they got closer and closer to the witch.

"Here we are," Kyubey said, stopping.

They were just outside a mall. The three walked in, tracing the power with the soul gems, actively avoiding any people until they arrived at the door leading to the basement. Hitomi noticed that the air seemed distorted just like when she encountered Beverly.

Grace brandished her grey soul gem before light shone around her. It was as if the air seemed to be dusted with snow and ice, shimmering around her as she transformed into her Magical Girl outfit before taking out the Chromebook, as Bernadette referred to it, and began to type on it, eyes scanning the information on the screen.

"Well?" Bernadette asked.

"This witch seems stronger than usual for some reason," Grace said, frowning. "This won't be easy."

Bernadette nodded. "Got it."

She also brandished her soul gem before orange light surrounded the amber-haired female. It was as if the Earth beneath Bernadette shook in response to her power before she stood straight and tall in her outfit. Her clubs materialized and Bernadette twirled them skillfully before gripping them tightly.

"Let's kick ass, shall we?" Bernadette said, grinning.

"All right then," Grace said before she opened the door.

Bernadette looked at Hitomi and said, "Don't leave our sides, 'kay? Yer not gonna survive long ina witch's labrinth if y'all just regular people."

Hitomi nodded and followed closely behind the girls as they entered. The labyrinth was pitch black and the only reason Hitomi could see was because of the light from Grace's Chromebook from the monitor and the keys. As Hitomi walked through further with them, she noticed some strange letters etched on the walls, stairs and floor. Even if the light was better, she couldn't read them, they were unlike any kind of kanji or lettering she had ever seen.

"What are those?" she asked.

"Runes," Bernadette said, her hands gripping her clubs tighter. "They're dialogue o' th' witch an' they differ fer each witch."

"What does it say?"

Grace types a few keys on the device before a bright grey light washed over the text and a beep came from the Chromebook.

"'It's beautiful, so beautiful,'" Grace read. "'The light's shining so brightly. It illuminates everything and anything.'"

Hitomi couldn't help grimacing at such words. There was no light here at all.

"Yo, Gracie," Bernadette said to the younger girl.

Grace looked up and the two locked eyes. Without a word, Bernadette yanked her left tunic sleeve down a bit, showcasing the amber crystal cross entirely. She pried it off the skin gently before she gave it to Grace, who put in her pocket.

I see; she's giving Grace her soul gem so it doesn't get damaged, Hitomi realized.

How much trust do they have for one another, for Bernadette to have Grace look after her very soul?

The three of them walked through the barrier carefully, though they were undisturbed, save for the second-long glimpses of the witch's minions floating about. They looked like Kyubey, if Kyubey was jet black and had a giant star/ sea urchin-like head.

"What are they?" Hitomi wondered.

"Ulla. Type: Dark Witch's minion. Duty: dreaming," Grace noted.

They went down lower and lower into the labyrinth until, Grace held up an arm to stop them. "We're here."

From the little light, Hitomi could make out a giant room with a window with the shades drawn and a bed with a canopy. She gripped Bernadette's arm tightly.

"Dodge!" Grace shouted sharply.

With that, Bernadette grabbed Hitomi and leaped out of the way as did Grace as something smashed down where they had been a moment later. Something was scuttling about the floor.

Hitomi looked behind from where she was being carried over Bernadette's shoulder and nearly shrieked. A jutted out urchin-like creature with multiple arms, scraping after them like a spider and coming closer with every second.

"Gracie!" Bernadette shouted to the girl in the darkness.

"Witch: Suleika. Type: Dark witch. Nature: delusional!" Grace called back.

That explains the runes, the greenette vaguely thought.

At that, Hitomi was suddenly thrown aside before she felt the witch's shoot over her, barely missing her body before it flung itself at Bernadette. Hitomi could hear several blows being thrown and Bernadette hissing or growling in pain as she fended it off.

"Well?!" the amber-haired woman bellowed before one of the fists made another impact, resulting in a sickening crunch, making Hitomi flinch.

"It's light!" Grace shouted to her. "Suleika thrives in darkness, that's why she's holed up underground; so no light can shine through and expose her!"

"Got it!"

Suddenly, the entire section was flooded with bright orange light. Hitomi winced as her eyes began to adjust to the light as Suleika screeched in pain before it shied away.

Bernadette kicked the witch off her before she got on her feet, arms and face covered in bruises with blood trickling down and out of her injured nose. Acting quickly, Bernadette brandished her clubs and shot over to Suleika.

"Yer finished-"

Then Suleika exploded.

Bernadette exclaimed in startled surprise, barely dodging the explosion as she jumped backwards. Grace's eyes widened and Hitomi noticed the room's new occupant. Bernadette and Grace looked over in the direction as well, though they didn't look as surprised as Hitomi.

She was wearing a white dress shirt, pale purple skirt and over color with some black, as well as a purple ribbon bow around said collar, a similar sash, her lower sleeves black with purple trim, and long black boots with a purple diamond pattern going up under her skirt. On the back of her left hand, was a light violet diamond gem with a gold outlining.

"You're a Magical Girl too?!" Hitomi exclaimed, eyes wide.

Homura Akemi looked at Hitomi with a stoic expression, the greenette taken a bit back by the coldness in her eyes. Bernadette quickly walked up to her.

"Thanks," she said, "but I's 'bout t' beat 'em."

Homura then pointed upwards. Bernadette followed her gaze, as did Hitomi and Grace. Right above where Grace had been, was the remains of a spider-like creature with cobwebs hanging from it like a shawl, poised to pounce on her.

Grace's chromebook beeped as it collected the info on the familiar. The young girl's voice shook slightly as she read, "Minion: Nox. Duty: Putting others to sleep."

Hitomi looked confused before the implications hit her and her eyes widened as a ice-cold pit grew in her stomach. If Bernadette had taken that shot, she realized with horror, the minion would have attacked Grace in the time it would have taken for the clubs to hit Suleika. That could have killed Grace and even broken Bernadette's soul gem.

They were both that close to dying.

"'kay," Bernadette noted, a bead of sweat trickling down her face, "that woulda stung fer us both."

Homura simply walked up to Suleika's remains and took the grief seed before tossing it at Bernadette before she turned to leave.

"Hold on a moment!" Grace called after her.

Homura didn't stop walking away.

"You asked us why we were here, and we didn't answer you," the girl said with a serious expression. "We're here to fight the witch that's supposed to show up in this town."

That made the raven-haired girl stop right in her tracks and she turned back to them. "You're going to try to fight Walpurgisnacht?" she asked.

"So that's wha' th' bitch's call'd!" Bernadette remarked.

Homura looked at Hitomi for a moment, the greenette returning the gaze now that she was no longer taken aback. "... come with me."


Hitomi didn't think she could get any more surprised as of late. She was proven wrong when she saw Homura's home.

It was simply an enclosed white space with various pictures and articles suspended in the air for all to see. Grace and Bernadette looked pretty impressed. Homura brought out some tea and pastries for the four of them.

"So," Homura said, "how did you find out about Walpurgisnacht?"

"It was me," Grace gestured to herself as she sipped her tear. "I picked up it's power when Grace and I were in Canada at the time. I've never been able to pick up any kind of power from so far away, especially when I'm not even using my magic. Thus, we came here to find out what was the cause and on further inspection, we discovered it was indeed a witch's power."

"I see."

"Homura," Bernadette said, "how d'ya known about whatever-night-"

"Walpurgisnacht," Grace corrected. "It's named after a German festival."

"How d'ya know about it?" Bernadette asked again.

"... I've been anticipating this witch's arrival for quite some time, similar to you both," Homura said simply, "gathering whatever information possible."

"This is incredible," Grace breathed as she studied the articles, eyes wide with amazement. "How on Earth did you manage to find all of this? All of these events are radically different, yet you've been able to connect and even draw credible conclusions of what they have to do with Walpurgisnacht!"

"Gracie's impressed," Bernadette murmured to Hitomi with a mouth full of cream puff. "That's a pretty good sign tha' Homura's pretty damn special."

"Do you have a plan on how to defeat it?" Grace asked, looking up from the articles.

"... eventually," Homura stated.

"May I help you? Please?!" Grace asked, almost bouncing in her seat.

Homura's expression didn't change as she said, "Very well."


So became Hitomi's routine of late.

After school and her classes, she would depart from school and meet up with Bernadette and Grace. She would watch them defeat witches all across Mitakihara and even beyond in other areas until the sun was just a sliver away from disappearing and night beginning. She would watch them clean their soul gems, prolonging their lives just a little bit longer. She would accompany them to Homura's to help go over the plans involving the witch Walpurgisnacht.

She spent less and less time with Sayaka and Madoka each day. But this didn't upset either of them, as both girls had been busy with their own activities. Hitomi didn't give it much thought when she was concentrating on making sure she didn't get in Bernadete or Grace's ways when killing witches, listening to Grace and Homura talk back and forth about possible strategies and allies, and noticing how Homura's coldness seems to falter whenever Madoka is brought up.

Also, through the time spent, Hitomi had learned quite a bit about the two Magical Girls she had begun to call her friends.

Bernadette was indeed born and bred in America, specifically New York. When she had turned fifteen, a rather violent argument came up between herself and her parents which resulted in her getting disowned. She managed to get a string of jobs that was quite long that she regularly got fired from, but she never seemed to lack money because her parents were actually quite wealthy and she had the means to hack into hers and their savings account. She enjoyed takeout food, watching movies of the horror and comedy genres, could actively lick either of her elbows with relative ease and was also, surprisingly, a bit of a neat freak.

Grace had grown up in Australia before her parents died and she was shipped away to Berlin to live with other relatives. She was quite smart for her age, already having skipped up college level classes before she completed those as well. She was so young, yet she had already come to the age where people would be on their own. She enjoyed colder weather, wearing dresses, reading books that depicted different mythologies and was prone to actually bursting into running, which was why Bernadette had crashed into Hitomi the first time; she was making sure she was ahead of Grace so she could stop her if she ran into someone.

It does and doesn't make sense in context, Hitomi thought when she was told such, sweat-dropping.

The two had met when Bernadette traveled to Berlin and ran into Grace. Both were Magical Girls at the time and hunting witches. They had treated it like a competition to see who could kill the most witches and collect the most grief seeds until they eventually began teaming up against strong witches and the one with the dirtier soul gem would get the seed.

They had learned of the truth about the Magical Girls and the soul gems when Bernadette fell so deeply into despair, she was on the verge of becoming a witch. Hitomi still didn't know the circumstances that led up to it, but she didn't ask because she saw that it wasn't something that either female was fond of remembering, let alone retelling.

Then, after two weeks, something happened that Hitomi could only describe as a miracle. As she walked down to school with the friends she had become so distant to lately, she saw him. Kyousuke, the boy she had feelings for, limping down to school with some crutches, his fingers clutching them in a strong grip!

It was Hitomi could do not to start crying when she saw him. But she wasn't given the chance to greet him as he was surrounded by his other classmates as they welcomed him back.

That's odd; why isn't Sayaka greeting him as well? The greenette glanced back at the blue-haired girl, who was sitting in her desk, looking at Kyousuke with a strange expression. Strange, because Hitomi couldn't decide if it was happiness, relief, triumph or... or...

But they're just friends! Hitomi thought, her heart clenching with unease. Sayaka said that herself!

"U-um..." Hitomi glanced up see a boy with brown hair with his bangs parted and brown eyes by her desk, face slightly pink. She recognized him as Tamotsu Nakazawa.

"What is it, Tamotsu?" Hitomi asked politely.

"Miss Shizuki," he said, his hand rubbing the back of his head bashfully, "I was wondering what you were doing after school."

Hitomi repressed a sigh. She knew exactly where this was going. "I don't have any classes," Hitomi told him, "but I'll be spending the rest of the day with my friends."

Tamotsu seemed to falter at that before he laughed shakily. "Oh, okay! Um, when will you be free? Like, before the end of the month?"

"I'm flattered Mr. Nakazawa, I truly am," Hitomi said in a gentle tone, "but I can't go out with you right now."

Tamotsu looked more crestfallen but then a tiny smile touched his lips. "Can we at least try to be friends or acquaintances?" he asked.

"Of course."

The brown-haired boy seemed happier now as he grinned and chirped, "Friends it is!"


"Looks like Walpurgis-whatnot's gonna show up in 'bout two weeks."

Hitomi glanced up from the container of ramen that Bernadette had served her. They were both at the hotel room that she (Bernadette) and Grace were staying. Grace was currently absent, with Homura as they scouted Osaka for more witches to stock up on grief seeds.

"So, if y'all see a giant storm up 'head, then tha' means she's a-comin'."

Hitomi nodded absently.

"Jus' stay in one o' those bunker-things an' y'all be safe, 'kay?"

"Mm-hmm."

"All righ'; what's eatin' you, kiddo?" Bernadette finally said, sounding slightly exasperated.

"... a boy I'm friends with just got out of the hospital," Hitomi answered.

"Why was he there?" "There was a car accident. He was hurt badly and he was even told to give up playing music because while his legs could heal, his left hand was beyond repair."

"Damn, that's pretty harsh."

"But now, his hand's been healed, as if it had never been injured in the first place," Hitomi finished, looking pensive.

"Ya think tha' someone contract'd Kyubey t' heal th' guy," Bernadette stated, it wasn't a question.

"Yes."

There was about a minute's silence as the two females sat on the bed by one another. Hitomi's face was shadowed over as Bernadette looked at her.

"... yer in love with him."

Hitomi's head jerked up at that as she looked at Bernadette in surprise. "How did you-?"

"I've seen tha' puppy-eyed look way too many times t' mistake it fer anythin' else," Bernadette chuckled. "So, when're ya gonna tell 'em?"

"... that's just it," Hitomi said softly. "I think that a very good friend of mine is in love with him as well; she's been friends with him ever since they were little children, but I've only known him for a few years. I don't want to come between them if that's the case."

"Hey."

At that Bernadette got off the bed and kneeled in front of Hitomi, lifting her chin so green stared into orange.

"Just 'cause ya haven't known this guy fer as long as yer friend, it doesn't mean tha' yer feelin's mean any less than hers," the amber-haired female said in a serious voice. "If ya love 'im, tell 'im."

"But what about-"

"Then tell yer friend too; give 'er th' chance t' tell th' guy how she feels. If she doesn't, then y'all be free t' tell him yer feelings," Bernadette said, smiling now. "That way, there won't be any kind o' regrets b'tween ya two."

Bernadette...!

Hitomi smiled now, though her lips trembled. "Thank you."

Bernadette grinned as she ruffled the greenette's hair. "Not a problem, Hitomi."


"So, what did you want to talk about?"

Hitomi and Sayaka were sitting at a small table with some food set out for them both at the school cafeteria. The greenette forced herself to calm down and ignore the weight in her chest as she looked her blue-haired friend in the eyes. "I've been keeping something from you."

"Oh yeah? What is it?" Sayaka asked.

"... I've been admiring Kyousuke Kamijou."

Sayaka looked surprised for a moment before she laughed shakily. "I see- Haha! Wow, I really didn't expect that! Nice, Hitomi!" Sayaka chuckled, her hand rubbing the back of her head.

"You two have been very close friends for a long time, right?"

"Yup, we're pretty much inseparable!"

Hitomi's chest clenched with apprehension and nervousness, but when she remembered Kyousuke's face, the fluttering stopped and she became brave as she said, "Are those the only feelings you have for him?"

Sayaka looked almost stricken as the words came out, but Hitomi knew that she had gone too far to stop as she said with the utmost conviction, "I've decided not to deny how I feel any longer. Sayaka, will you do the same?"

Sayaka stared at her, trembling as she asked, "What do you mean...?"

"Sayaka, you're a very important friend to me," Hitomi said, her eyes closed now. "That's why I called you here, because I didn't want to go behind your back in such a way or jeopardize our friendship."

Hitomi remembered the looks Sayaka gave Kyousuke as she said, "You look at him far more than I do and you've done so much for him already. That's why I don't want either of us to have any regrets."

"Tomorrow, after school, I'm going to confess to Kyousuke. Until then, you have the chance to have no regrets either if you tell him how you truly feel."

Hitomi then took her bag and bowed to her friend before leaving, the weight in her chest nonexistent.