CHAPTER 19: ... In a Handbasket

-VERTEX FIVE: 10.194412-

Mitakihara

Miki Residence

Was this really happening? Was Sayaka really talking to a gaudy, French-speaking clown in her bedroom at midnight? By any measure, it was an absurd situation, completely insane.

What was more insane, though? That this was apparently real, or that much of what the clown was saying made a horrifying sort of sense?

"... so you see, Mademoiselle Miki," said Joker, "All of this, the world all around you... it's little more than a cage, designed to keep you trapped in it for eternity. And because your memories were taken... you don't even know you're imprisoned."

"Now hold on," said Sayaka. She pinched herself. It hurt; this was no dream, whatever it was. "Even if what you're saying is true, why would somebody do something like that?"

The clown - harlequin, she reminded herself, he insisted on that - tapped his chin with one long, clawed finger. "I thought you might ask that. Alas, but that question is beyond my ability to answer. You really must find that one out for yourself."

Sayaka blinked and clutched at her blankets. "How?"

"Un moment, s'il vous plait." Joker turned from her, cast his thoughts across the worlds back to the palace at Sagittarius A*, and searched for one particular Dead End soldier with his mind... there she was. A small, quiet, timid presence. Rather useless for fighting, but her other talents made it well worth the considerable effort it took to track her down. We're ready for you now, cherie.

The mental voice that answered trembled. He could almost feel her cringing. Delightful. No, she said. I can't do it, it's too cruel! Don't make me-

The corner of Joker's lip twitched. Need I remind you, cherie, of our little arrangement? That sister of yours-

A terrified mental sob. Please, no. Please.

Please what, cherie? I think you're forgetting something...

Please... A lengthy pause, during which disgust built up in her, tasting like bile. Master. Don't hurt her. I'm coming.

Excellent.

Sayaka goggled as the young woman stepped from a dark portal a moment later. There were worlds of difference between her and the harlequin... while Joker was proud and confident, this one shook like a leaf; a stiff breeze could knock her over. She wore a simple rosey one piece dress with a short pleated skirt over her thin frame, a dress that matched her long, thin, curled twintails and her wide, sorrowful eyes on the brink of tears. There was a neckpiece rather like the collar of a sailor uniform covering her shoulders, but it was almost smothered by a heavy metal collar clamped around her neck and inscribed with glowing, angry red lines. From both earlobes dangled odd earrings, thin jet-black crystal spires in a gold setting. When she spoke, her voice was so soft that Sayaka had to strain to hear her. "I-I'm here... Master."

Joker nodded. "Good. You know what to do."

"Wait a minute!" Sayaka looked back and forth between them, indignant. One stranger in her room in the middle of the night was bad enough. "Who's this?!"

"Ah, how rude of me, pardonez." Joker swept a hand in the newcomer's direction. "Mademoiselle Miki, this is my associate, Sailor Mnemosyne."

"Sailor... Mnem..." Sayaka stumbled over the bizarre name. "What?!"

"Yes, yes, I know," said Joker, checking his claws. "I think 'Nemo' is far less of a mouthful, but she doesn't seem to be too keen on that name yet. Do you, Nemo?"

The way that Mnemosyne shrank back at his words reminded Sayaka of an abused animal. "I'm sorry, Master."

"Well, then, hurry up!" The harlequin clapped his hands sharply. "We've got more business to attend to before the night is over. Best get going, non?"

"Y-yes, Master," said Mnemosyne. Misery emanated from her like dense fog as she came to Sayaka's bedside, holding something cupped in her hands...

Sayaka liked this less and less. "What is this? What's she doing? Why is she so-"

"Really, mademoiselle, I've already told you..." Joker's tone dripped with impatience. "Your memories were stolen, and Nemo here is the key to getting them back. Isn't that what you want?"

"Well, yes, but-!"

"Then stop talking and take a drink."

"What?!"

"It's that simple. Take a drink."

Mnemosyne brought her hands forward. Patterns of pale light played over Sayaka's face as she leaned in to look. Whatever the substance the girl held was, it moved like water, and shimmered on the surface like water, and was clear like water, but... water didn't have shadows moving through it like that, almost like the ghosts of images on a screen after it was turned off. These shadows were sharp and vivid, and the longer Sayaka stared, the more she thought she could make out their shapes if she just looked for a few more minutes... Fascinated, she leaned closer and closer, the tip of her nose coming within millimeters of breaking the liquid's surface.

Mnemosyne said three words in barely a whisper, but Sayaka didn't hear them: "I'm so sorry."

Sakura Church

Kazamino

Normally, no one woke Kyoko up from sleep without dire consequences. For a priest's daughter, she had a hell of a temper... often her mother wondered where she could have inherited it from, and fretted that little Momo would follow suit one day. Waking Kyoko up was asking to be subjected to an extraordinarily foul mood for the duration of the day, at minimum, so very few people ever tried twice. Word spread fast.

Kyoko's fiery red hair was tousled and tangled, and her lips were turned down in a scowl that threatened to become a permanent fixture. Through puffy eyes, she glared at the idiot in the scarred mask and jester outfit who insisted on talking to her. Somebody was asking for a good old-fashioned face-punching, Kyoko style.

"While I imagine this is quite difficult for you to grasp, mademoiselle," he was saying, "I assure you, it's quite true. All of it. And I, being the obsequious expeditionist of the macrocosms that I am, have taken it upon myself to see your stolen memories returned to you. What say you to that?"

"Fuck off," said Kyoko. Father Sakura would have chastised her for that; good thing he was still sound asleep... though Kyoko didn't know how, with all of this fool's dancing and prancing and spouting of big flowery words.

Joker twitched. Just a little. "Well, then." Usually, they were less direct about it.

Kyoko fell back to bed with an angry snort, drawing the blankets around herself.

"Listen, mademoiselle-"

"Fuck. Off," came the voice from the blankets, more emphatic than ever.

Pressing his fingers against the scarred forehead of his mask, Joker sighed. "If you truly don't wish to listen, Mademoiselle Sakura, I suppose I won't force you."

"Good," Kyoko mumbled. "Leave the crazy talk for the morning. Or never."

"I only hope you won't regret it later. You see, your friend Mademoiselle Miki-"

That dispelled Kyoko's desire to sleep in a hurry. She sat upright, fire in her eyes. "What about Sayaka?" If this crackpot was threatening her somehow...

A smirk that made her want to punch him all the more spread across his face. "I thought you wanted to sleep?"

"Save it. Start talking."

"Well..." Joker drew out the pause until it seemed ready to snap. "You see, you're both in the same boat. As are Mademoiselles Kaname and Tomoe, in fact. All of you were victims of a most atrocious theft. Your very lives were overwritten by your captor. Everything that you were, everything you experienced..." Another pause. "... the relationships you formed... all gone, replaced with someone else's script."

A strange chill raced down Kyoko's spine. "Wait. Back up. Are you saying... that before this happened, Sayaka and I were-"

"I wasn't there personally, so I can't say for sure, but-" The harlequin shrugged. "From what I gathered, you two did seem a bit closer to each other, just before everything changed."

Now there was a whirlwind in Kyoko's mind... What Joker said was crazy, it made no sense at all. Who could be powerful enough to snatch everyone up and... and make puppets out of them? Moreover, who could be that twisted? It didn't make sense; there had to be a reason behind it.

And Sayaka. According to him, she and Sayaka used to be... She had to know. He might well be lying, but she had to know for sure.

"Fine," she said. Her hands crumpled the blankets as she balled her fists. "If you've got a way to bring back my memories, I'll take it."

"Trés bien. Nemo?" he said to thin air. "This one's made the right choice. You know what to do."

Kyoko barely suppressed a cry of shock as someone in a pink dress and a heavy collar stepped out of a dark hole hovering right in front of her bed...

Mami Tomoe's Apartment

Mitakihara

Mami couldn't sleep.

More often than not on nights like this, she lay awake in bed, the inexplicable emptiness in her heart threatening to consume her like a sinkhole. She would stare at the ceiling and think about it to the point of strain: what was missing? Why did she feel this way? It just didn't make sense. How could she miss something she never had?

So on such nights, she made herself a cup of black tea and sat in her favorite armchair until she felt tired enough to try to sleep again. Sometimes she would read a book while she waited, or catch up on homework, or listen to music. A few times she even indulged in making a cake or some new kind of pastry... not to eat, but just for practice. She would save them in the freezer for when company came over.

And sometimes, she would simply sit, nurse her tea, and watch Mitakihara through her window. It was a gorgeous city, especially at night, when all the towering skyscrapers lit up with blinking lights like giant steel Christmas trees. Fragrant steam from her tea cup wreathed her face as she raised it to her lips, lost in melancholy...

"Lovely, isn't it?" said a voice behind her.

The cup slipped from Mami's fingers in shock, plummeting to the floor... but a hand with long, pale fingers tipped with black claws caught it inches from the hardwood. She stood, her heart hammering a beat against her ribs. An intruder. Someone had broken into her home. Her index finger twitched, she had to-

-to do what? Mami didn't know, but the motion came to her as naturally as breathing. Another piece missing.

The intruder held her cup, examining the china and taking a long, indulgent sniff of the steam. "Mmm. Ceylon," he said with an approving nod. "You have a refined palate, mademoiselle."

Mami stared, eyes wide. The intruder was... some sort of clown, dressed in white and violet hues, wearing a mask with an X through it. If he was a burglar, then he was like no burglar she had ever seen. "Who are you?!"

He set the cup down and made a sweeping bow. "I am Joker, your savior," he said, in a voice as smooth as rich cream. "I have come from beyond to give you back your purpose."

"My... purpose?" No. It couldn't be.

The mask's empty black eyes transfixed her. "Don't you feel lost? Directionless? Like a part of yourself is missing...?"

It was as if he could see into her innermost thoughts. Mami's skin crawled. "How did-"

"Please, mademoiselle, I don't need magic to see what's troubling you. You happen to be speaking to someone who knows all too well what it feels like to lose your reason for living."

Stumbling backward, the girl clutched at her heart. This had to be a dream. It didn't make sense. Someone coming into her home and speaking of her darkest secrets like an old friend... This was wrong.

It's all wrong.

It's all gone wrong...

And yet... his words rang too true.

The clown extended a hand to help her up. "We have little time, and much to do, Mademoiselle Tomoe. If you wish to regain your purpose..."

A tiny shriek left Mami's lips. There was someone else standing behind him, a young woman all in pink, a collar clamped around her neck, deep sadness in her eyes, her hands cupped and filled with... with something bright and moving...

Her purpose. Her missing piece. It was an impossible offer, it had to be. People didn't just appear out of nowhere and offer the solutions to life's problems. The world simply didn't work that way.

And yet...

"It only takes one drink." Joker's tone was soft, filled with understanding. "One drink, and you can be whole again."

The strange young woman came forward with her handful of... water? Mami couldn't tell. This was all wrong, it couldn't possibly be this easy, and yet...

Yet if she declined this chance, she knew she would regret it for the rest of her life.

So Mami Tomoe closed her eyes, knelt down before the young woman, and drank... Its taste was a paradox, dry and quenching at the same time, first scouring her throat like sandpaper and then soothing it back to normal... Her eyes snapped open, her pupils constricted-

And she saw.

She remembered.

Herself, in a life much like this one, but... but strong. Powerful. Wielding abilities beyond normal humans, just like in the stories she loved when she was younger. Battling the darkness, saving the innocent. A hero.

Mami looked up at Joker from the floor, wondering how she had fallen without realizing it. A surging tide of memories flooded her mind and danced in her vision, new ones resurfacing every second... A hero. She had been a hero.

And yet.

Yet even in this mysterious former life, the loneliness, the emptiness, was still there. So many pieces filled in, but still not enough to be whole. Mami opened her mouth to speak, to ask this Joker who had done this to her, who had taken her power, her self away...

... and she saw.

She remembered.

"Akemi," she whispered. "Homura Akemi. No. Oh no..."

The strange, pale, quiet girl who never smiled for anyone but Madoka Kaname. The girl who rarely spoke. The girl whom she now knew hid a loneliness and sorrow that surpassed her own. She did it. They won the battle with her Witch form, and the Law of Cycles descended from on high in all her splendor to take her away, and-

Joker's voice cut a furrow through the tide. "Yes, my dear. It was her fault. She trapped you here, stole your power and your purpose. All for her, for her own selfish desire."

"No." No, that wasn't true. She knew Homura Akemi, she fought alongside her once upon a time. Homura was cold and antisocial, yes, but not evil. For her to do such a terrible thing, to fall so far... there had to be a reason. There had to be.

Joker's voice again: "Come with me, Mami Tomoe. Come with me, and we'll set things right. We'll fight her, and force her to give it all back. Will you accept?" A clawed hand reached through the tide... it would be so simple to take it, to gain back all that she lost...

And yet...

"I-" Her words felt thick, numbly spilling from her lips. "I c-can't..."

Piercing crimson lights shone from the empty eyes of the mask. "Excuse me?"

"I can't..." Tears spilled from Mami's amber eyes. "Akemi-san... i-isn't a bad person. I w-want my old life back, but... but she gave us all of this..." Her throat was tight. "She didn't have to, but she did! Wh-what she's doing is wrong, but-"

"But?" The harlequin's tone grew cold as the vacuum of space.

"-but I can't fight her. Not until I understand why..."

"I see." It was as if the temperature in Mami's apartment dropped ten degrees with his every syllable. "What I was looking for was a simple 'yes' or 'no', but suppose I should consider this an abstention, non?"

Sobbing, Mami curled into a ball, hugging herself tight to stop the chill. "I'm sorry. I'm sorry... please, stop..." Somehow, she could see, feel those horrible lights from his eyes gazing down at her.

A soft, timid voice. "M-Master, if she can't make the choice-"

"Relax, Nemo. I planned for something like this."

Something cold and hard pierced Mami Tomoe's back and plunged into her heart, stealing her breath away.

Sakura Church

Kazamino

On her hands and knees, Kyoko heaved, staring down at the spreading puddle of foul-smelling bile beneath her. Any moment now, she might be sick again. Chills wracked her body, her skin wanted to crawl off and hide in a corner somewhere...

"Easy, my dear." The harlequin's voice drifted over her. "You've been through quite a shock."

"You-" Her hiss of breath was cut off by another gag, and more bitter taste at the back of her throat.

She saw.

She remembered.

Yes, she had indeed been closer to Sayaka in the other world, in the other life. That much was true. But what came with it...

Wishes. Contracts. Puellae Magi. She had been one of them, fighting the Wraiths that threatened to consume humanity. It was an easy choice, she remembered. If she could do some good in the world, and get people to listen to her father, why not?

Then, pain. Tragedy. Disaster. The memories that came after that were what made her vomit on the floor. A life spent trying and failing to atone for her sin, making up excuses to justify what she had to do to survive.

Oh, she remembered Homura, and her role in all this. Kyoko remembered, and she was angry as hell, but-

Joker again. "I know how you must be feeling, mademoiselle, but if you wish to use that anger in a constructive manner-"

It took all her remaining strength, but Kyoko stared him right in the empty black eyes and snarled. "Fuck... you."

The harlequin seemed taken aback.

"No," said Kyoko, pale and trembling like a leaf but determined to stand her ground. "No. Not now, not ever. I don't care if she's evil. Maybe she had a good reason, maybe she didn't, I don't care. I'm never going back to that world. Never. E-even if all this is just a dream... an illusion..." Those memories flashed before her eyes, and just the recollection of that horrible sight and smell turned her stomach in knots. "... i-it's a hell of a lot better than it was before."

The girl in pink, the one Joker called "Nemo", spoke from the corner. "That's enough, Master, she's refused. We have to-"

Crack. One blow of Joker's hand crumpled her like paper. "Rather mouthy tonight, aren't we? It's not your place to decide, cherie. I thought you would realize that by now. Or does Lethe need another reminder in your stead? As for you..." He turned his eyes to Kyoko, and the empty black holes lit with hellfire. "I think you may reconsider my offer once you get a glimpse of the alternative."

"No. Stay back-"

Mitakihara

Miki Residence

"So now that you remember," said Joker, "if you wish to reclaim what-"

Sayaka's hand grasped Joker by the lapels and hauled him down until they were face to face. In the shadows made by her bangs, her eyes burned white-hot with livid rage as she breathed five words: "Let me at the bitch."

Joker's black heart sang with as close to pure joy as he could feel. His lips spread into the devil's smile. "Oh, excellent."

Mitakihara Middle School

The Next Morning

Homura had almost forgotten what true exhaustion felt like.

During the many years she spent trying and failing to save Madoka from her fate, repeating the cycle over and over again, exhaustion became second nature. Back then, there were so many times she was tempted to lie down, close her eyes, and rest for just a few moments... but she knew that doing so, lowering her guard for even an instant, would mean disaster, and her unwavering determination to avert that disaster pushed the tiredness away.

As the Devil, it was different. She had no more need for sleep, but more importantly, there was no more reason to devote every second to Madoka's safety. When one was at the top of the metaphorical ladder, what was there to worry about? With nothing in the universe able to challenge her, life became something almost foreign to Homura: pleasant. Enjoyable.

Until Joker.

Now, Homura felt the stirrings of her old self attempting to surface. The worry. The paranoia. The guilt. The hatred. And with them, the exhaustion.

She needed sleep. Oh, how she needed sleep. The fact that sleep was no longer a biological necessity didn't matter a bit. After Joker's night of nonstop abuse, every waking second was torture. Just an hour or two of peaceful, dreamless oblivion, to quiet the storm of self-loathing churning inside her, reborn and stronger than ever.

But sleep was impossible. Homura couldn't afford it, not for a second. Not even during a time stop would she risk relaxing her defenses... Joker had already demonstrated a way to resist their effects, and she was certain his promise to leave Madoka alone was as empty as air. One instant off guard and he would come again, the snake in her Eden trying to tempt her beloved away.

She knew this, for in Joker she saw a twisted reflection of her former self: he would not stop. He would not give up. Ever.

It was a war of attrition. Homura could not slip, could not falter. Any sign of weakness, and all was lost. This was her reality now; there could be nothing else.

She was so tired. So very tired.

"... covered with her own cake mix!" Madoka burst into giggles next to her, covering her mouth with her hand. "I really shouldn't laugh, but Kyoko looked so funny, standing there dripping like that... Poor Mami must have scrubbed her floor for hours!"

"I'm sure," said Homura with another thin smile. They walked toward the school entrance, a study in contrasts: one without a care in the world, and the other with every sense on high alert, searching each corner a few seconds ahead in the future, connecting her sight with that of the dozens of Clara dolls on guard inside the school and around the campus parameter. She swept the premises six times before the next tick of the clock.

All was clear, but she couldn't relax. Couldn't rest, not for an instant.

Joker was here. Somewhere, he was waiting. Sitting undetectable in the darkness, grinning his foul grin, waiting for a chance to swoop in and take Madoka away. She knew. She could tell. Even if she couldn't sense him, she knew.

The Claras reported that the locker room was safe, as were the stairs leading up to Class K. Homura nodded and smiled politely along with Madoka as they removed their shoes, stored them away, and began the climb up to their floor, hardly hearing a word she said. She was too busy listening for other things.

Class K was reported all clear. Homura opened the door and scanned the room before allowing Madoka to enter, just in case. Everything seemed normal, but Homura knew better.

"That's strange." Madoka's face fell as she noticed two desks retracted into the floor, their holo-IDs both reading ABSENT. "Sayaka and Kyoko aren't here yet."

In the midst of a third sweep, Homura found time for one very small moment of levity. "If they're both out at the same time, you have every reason to be worried."

The frown disappeared. "I'm sure it's nothing," said Madoka. "They probably ran into each other on the way to school and stopped for snacks or something."

"Yes," said Homura. "Knowing them, that seems likely." The vents, she almost forgot to check the school's air vents. Careless. With expanded sight, she soared through each one at the speed of thought, then repeated the circuit three more times, just to be sure. Nothing.

"Are you sure you're all right, Homura-chan? You sound a little stressed out."

Damn, was it showing? Madoka was so caring and considerate, of course she would notice her best friend on edge. "I'll be fine," she said with a false smile. "We should take our seats before the bell rings."

There was a thunderous sound of footsteps outside the classroom door as the stragglers rushed to get to their homerooms before attendance was taken. No one wanted to be counted tardy. Discipline at Mitakihara Middle was quite strict.

One pair of footsteps belonged to Sayaka Miki, who slammed open the door to Class K one-handed. Something long and heavy was slung over her shoulder, shrouded in a canvas equipment bag. A quick scan confirmed that it was a baseball bat; Sayaka was always a bit of a jock. Homura continued her sweep as the tomboy waded through the chairs and milling students on her way to her desk.

"Sayaka-chan!" Madoka ran to greet her friend, arms wide. "I was just wondering where-"

Sayaka pushed past her without a word.

"Miki." Homura paused just long enough to shoot a withering glare over her shoulder as Sayaka ducked behind her, unhitching the bag and drawing the zipper. "That was rude, even by your standards. Madoka was worried about you."

"It's okay, Homura-chan, Sayaka probably-" Madoka stopped. She blinked, uncomprehending, her mouth falling open.

Homura stared. "Madoka, your blouse..." There was something red and wet spattered all over it that hadn't been there a second before. Not just her blouse, but her ribbon and her skirt, the whole uniform. How did that happen?

It took her a moment to gather herself enough to look down.

The tip of a single-edged cutlass blade protruded from the center her chest. A much larger, darker red stain seeped through the fabric of her own uniform, slowly growing in size.

A voice dripping with pitch-black rage and hatred hissed a single word behind her: "You."

It wasn't pain that made Homura initiate the time stop. Pain was for lesser beings, not necessary for her. What made her stop time was the shock... the shock of being attacked from a completely unexpected vantage point. Of course, she understood instantly what had happened, that Sayaka Miki had somehow regained her powers as a Puella Magi and transformed the bat into one of her favored swords, but how? How was it possible at all, let alone without her knowing?

It didn't matter. By resetting time to a few seconds before, Homura would prevent this from ever happening. Before Sayaka could react, she would render her powers and memories dormant once more, and Madoka would never-

"Didn't I tell you once before?" Sayaka's voice was low and ominous in the monochrome silence of the time stop. "You rely on that power too much, transfer student." The old title dripped with scorn.

Reeling, Homura turned to look back at her, lost for words. Not possible. Not possible at all. How-

Sayaka smiled a grim, bitter smile, cold as winter. "Should've known this wouldn't be enough to kill you," she said, twisting the blade inside Homura's chest. "Any heart you had in there died a long time ago."

She was moving. Moving, and speaking, in the time stop. Just like Joker. Homura blinked herself off of the sword, threw her arms wide in front of the frozen Madoka, to shield her...

Sayaka's eyes blazed. In a blue flash of magic runes resembling quarter notes, her school uniform shifted into her battle costume, the hem of her white satin cape swirling around her ankles. "I'm only going to tell you once: get away from Madoka. You've lost any right you ever had to protect her."

"You-" A curious mix of rage and creeping dread swirled in Homura's belly. This couldn't be happening. Couldn't be happening. In desperation, arms of phantom power extended from her back, reaching for Sayaka's neck with taloned fingers-

- and they slid off of the knight as if she were coated in glass.

"Didn't you hear me? It's not going to work," said Sayaka, bringing the bloodied sword to bear on her. Her expression was calm, but raw fury stewed just below the surface of her demeanor, ready to explode. "No more running, no more tricks. I won't-"

Homura brought the ceiling down on her.

No time. No time to think, no time to plan. Something had gone horribly, disastrously wrong, and the only chance of restoring things to order was to do what she had always done: save Madoka.

She seized Madoka's hand, restoring her color and bringing her out of the time stop. The scream that had been building in her throat at the moment of the freeze emerged as a choked squeak. "H-Homura-chan! Wh-what... you... S-Sayaka-chan!"

"No time," said Homura. "We have to leave. Now."

"But Homura-chan, you're bleeding! Oh God, it's everywhere-"

The rubble of the collapsed ceiling shifted.

"I'll be fine," said Homura, wondering if that was a lie or not. With the kind of power Sayaka exhibited now, could she even harm her Devil form? She would have to worry about it later. "She'll do worse when she gets free. Please, Madoka!"

Madoka's pigtails shook back and forth. Her breath came in short, sharp gasps as she attempted to wrench her hand free of Homura's grip. "No. No, this c-can't be real. How... why would Sayaka-chan-"

"Madoka." Homura held tight, pulled her close, took her chin in her free hand, and met her eyes. Having her this close again... No. Her stomach heaved with the memory of Joker's words last night. Not now. "I need you to trust me."

Rose-colored eyes scanned Homura's face, her pupils dilated. Madoka wanted to. Some part of her felt that trusting Homura was only natural. Another part screamed that she should run, run and never look back, but... "Homura-chan," she said, soft and frightened, "what's going on?"

The wounded concern and betrayal in her voice ripped a hole in Homura's insides that none of Sayaka's swords could hope to match. "I'll tell you on the way, I promise."

Madoka bit her lip and nodded.

They ran for the classroom door, through the throngs of motionless students. Homura threw the door open-

There was something in the hallway that shouldn't exist.

With her expanded senses still active, Homura felt what it was, knew what it was, before she could lay eyes on it. A humanoid form in a bright turquoise tea dress with a wide tiered skirt, the fabric decorated with a half-dozen other eye-searing colors, accented with lace and frills. It wore striped stockings, and its head was framed by a huge sunny yellow bonnet. That much resembled the Witch Homura encountered in many timelines.

Someone had taken the appearance and concept of that Witch and combined it with Mami Tomoe.

Her face was ghastly white, dwarfed by the size of the bonnet, her head lolling on her shoulders like a broken doll, her amber eyes milky and blind. Her limbs were thin... too thin, almost like paper streamers, tapering down to nothing. Golden ribbons spiraled down both arms and sprouted off at angles like the roots of a tree, gently waving back and forth in the frozen air. She turned to face them both with those horrible, unseeing eyes... the ribbons writhed like angry snakes...

"M..." Madoka froze. "Mami-san...?"

The ribbons cascaded toward both of them...

"Madoka!" They caught hold of Homura's free arm and both legs as she moved in front of her, constricted tight, and pulled with terrible strength. Only her death grip on Madoka's hand kept her from tumbling into the Mami-Witch's grasp.

"Homura-chan!" Digging in her heels, Madoka held on, clasping Homura's hand with both of hers, fighting back against the pull. "Mami-san, let go! MAMI-SAN...!"

The Mami-Witch's lips parted, as if she wanted to speak. The only sound that came out was a low, inhuman moan that fell apart into an animal's growl, then a death rattle...

Ribbons coiled around Homura's neck and constricted, exerting slow pressure. One arm bound, and she couldn't free the other without releasing Madoka's hand, which would trap her in the time stop once more. Helpless. Her thoughts screaming denial, Homura brought her body to a burn, roaring violet flames sprouting and attacking the ribbons... and yet again, it did nothing. The Mami-Witch was protected from her magic, just like Sayaka. How-

Her grip on Madoka's hand began to slip. The only chance she had was to blink them both out of here, but she couldn't concentrate enough to cast the spell. Though she was far from human, her human instincts remained, and her instincts demanded air... She needed to breathe...

"No!"

A flash of brilliant white light, and the ribbons' hold slackened. Homura swiveled upright, ripped them free, and fell roughly to the floor in a heap. Something had just pushed the Mami-Witch away from her with incredible force, hurling it down a stairwell and out of sight. Choking for breath, Homura's vision swam as she looked up through the dark, splayed curtain of her hair...

Oh no.

The brilliant light came from Madoka's body, from her skin, from her fingertips, from her pigtails, from every inch of her. Her eyes were wide, shining golden, staring... and the hand Homura still held so tight grew warm, then blazing hot...

No! Homura rose to her feet in an instant. Not again, not now! Flinging her arms around her beloved, she concentrated all of her stolen power on the unthinkable cosmic energy radiating from Madoka's body. Countering the infinite with the infinite, she pushed it back down, down into her human form. The gem housed in Homura's black earring pulsed with anger and excitement. Perhaps it somehow sensed that the true master of the powers it contained was nearby, stirring...

No. Homura's indomitable will surged back against that power. I will not let this happen. Not again. Not ever. With everything she had left, she willed it to buckle under, to succumb...

Slowly, the light faded. Madoka's eyes returned to rose color, her temperature dropped to normal. She staggered, blinking in confusion. "H... Homura-chan? What... what was that...?"

"Please," Homura whispered, clinging to the blood-spattered fabric of her blouse to keep herself upright. "Just hold on a little longer. I'll protect you, I promise."

"Th-that thing, it looked like Mami-san..."

"I know."

"Is... is she all right?"

"She will be." Not exactly a lie, but not exactly the truth either. "Come with me, I'll get us out of here."

"You think it'll be that easy?" Sayaka's voice came from the doorway, where she stood bruised and battered, but very much alive, a dozen cutlasses floating at her sides and trained on Homura. "Come on. You're not stupid. It's getting harder every time, isn't it?"

Once more, Homura moved in front of Madoka. If nothing else, she would shield her. "Shut up."

"What is she talking about?!" Hopelessly lost, Madoka's eyes darted back and forth between her two friends.

Sayaka chuckled, low and ominous. "Every time she tries to break out of her cage, it gets harder for you to push her back in. It doesn't take a genius to see that."

"Shut up."

"And it would have been so easy to prevent all this, you know? If you had just given up and faded when you were supposed to, when she came for you... none of this would have happened."

"You know nothing." Homura hissed air through her teeth. "I did what I had to, to keep her safe from-"

Something clicked. Everything clicked.

Of course. How could she have been so blind, so stupid? How could she have forgotten? An enemy that reappeared no matter how many times she killed it, knowing things it wasn't supposed to know, invisible and intangible to anyone but those it chose to communicate with. Something that could block or nullify even the powers of a God. The methods were different, but still-

Pulling a stunned Madoka close behind her, Homura smirked at the knight. "Perhaps you have a point after all, Miki. Consider me impressed."

Sayaka brought her swords to bear. She smelled a rat. "What are you up to? Look, I don't want to make this harder on Madoka than necessary."

"But consider this," Homura continued. "Once again, you're underestimating the depths I'm willing to sink to. However it is I'm not able to touch you, Miki... this is my world. I don't have to."

Realization dawned in Sayaka's eyes, a second too late. "Don't you dare-"

The next sequence of events made little sense on a linear time scale. All of them appeared to happen within nanoseconds of each other, if not simultaneously. In short order, the time stop ended, Homura and Madoka disappeared, and Sayaka Miki found herself surrounded by a mob of her teachers and classmates.

"Sonofa-!" Sayaka's swords clattered to the floor and dematerialized. "Everyone, wake up! You're-" That was all she was able to get out before Hitomi Shizuki tackled her to the ground.

Homura was not an unkind ruler, but as she said, there was no depth deep enough that she would not plumb it to keep Madoka safe. If that meant planting a thought into the minds of each and every person in Class K, that thought being that Sayaka Miki was a dangerous lunatic who needed to be stopped and held down at all costs...

Sayaka's moral code would never allow her to harm civilians, let alone her teachers and friends.

That was a weakness that she and Homura did not share. Not in this case. After all, it was for Madoka's sake.

Buried under a dogpile of bodies and held down by dozens of hands, Sayaka cursed Homura's existence, long and loud.

Why?

The question repeated itself at intervals in Madoka's mind as she and Homura raced down the corridor... a different section of corridor than the one outside of Class K, one on the opposite end of campus. They somehow moved there in an instant. Homura refused to stop, even for a moment, and now they ran from the corridor across an enclosed, glass-lined skywalk connecting one wing of the school to another. Even when Madoka begged to rest, she wouldn't stop.

Why?

Nothing made sense. Sayaka made swords, dressed in fancy costumes, had some kind of vendetta against Homura and tried to kill her, and survived a ceiling collapsing on her.

There was a monster at the school, a monster that looked like some horrible mockery of Mami, and when she tried to hurt Homura... something happened, Madoka still wasn't sure what.

And Homura. Homura kept doing things that were impossible. Homura seemed exhausted to the point of collapse but wouldn't admit it, not even to her best friend. Homura seemed to know what was going on, but kept it all secret. Homura ran away... the strongest person Madoka had ever known was running away.

Nothing made sense.

Worst of all was the vague feeling that all of this violence and havoc that had invaded her peaceful life was somehow... familiar. Terrifying, but as long as she had that feeling to hang on to, scary as it was, she could stay sane enough to keep running.

Then her fragile sanity shuddered and cracked when she saw the thing galloping down the corridor at the other end of the skywalk.

It was only like a horse and rider in the vaguest of terms. Telling where the horse ended and the rider began was an exercise in futility; they were too finely blended together to make out separate details. The more equine-looking parts were of a weird, dull grey, almost mechanical texture, in contrast to the burst of color that was the rider. Wrapped in long, crimson, floral-patterned robes, the rider was just humanoid enough to make Madoka's skin crawl, and it carried a wicked sharp lance that seemed to be merged with its arm. As it galloped closer, sparks flying from its hooves and scattering across the tile floor, Madoka saw something that dealt a further blow to her reason: what she had at first taken for an oversized match flame sitting on its shoulders was in fact someone's hair caught ablaze. That someone's pallid, ash-streaked face twisted in anguish as it (or the horse) charged, bellowing a frenzied cry and reaching for them with its lance arm...

Kyoko.

The muscles in Madoka's legs locked up and refused to move. Homura's frantic cries for her to move fell on deaf ears; she barely registered the hard pulling on her arm as her friend tried and failed to haul her out of the way.

The rider swung its lance in a wide arc, shattering the glass walls and ceiling of the enclosure into a hundred thousand glittering shards... as if the sky were falling.

Only then did Madoka feel Homura throwing her arms around her. Only then did she collect herself enough to scream, as Homura tossed them both off the edge of the skywalk, out of the way of the lance and into open air, three stories up. The world turned in dizzying circles around Madoka, the sky and the earth switched places, then did it again, and again...

Something happened, and then they were on the lawn in front of the school, back on solid ground, a spot that Madoka knew for a fact was at least two hundred meters from the skywalk.

Moaning, her lips moved to ask Homura again, aloud this time: Why? The word refused to form.

No one noticed the two girls sprinting across campus, one dragging the other along behind her with single-minded purpose, the other pale and disheveled from both emotional upheaval and from having been violently sick from blinking from the broken skywalk to the school entrance. Homura waited as long as she dared while Madoka got it out of her system; she rubbed her back and tried to reassure her that everything would be all right, but there came a point when she was willing to wait no longer. It was now clear that freezing time would be ineffective against what they faced, so the only option was to get as far away as possible.

To that end, the cloak. Not a physical object made of cloth, but a spell woven to ensure they went unseen and unheard. An actual invisibility spell would have been an option, certainly, but far less efficient than one that harnessed an ingrained human trait: for one to ignore what does not directly concern them. When covered by the cloak's effects, they were effectively invisible for a fraction of the magic that rendering them so would otherwise cost.

It was a variant of the spell that she cast on them as punishment. Once again, if she noticed the irony, she chose to ignore it. Doubly ironic was the fact that now that she actually needed one of them to confirm her suspicion, they were scarce to be found.

Strained panting and wheezing from behind her made her slow her pace. "Homura-chan," said Madoka, wiping sweat from her brow. "I'm so tired, I need to stop..."

"We will. Soon."

She could feel Madoka trembling through the hand she held. "I can't take this anymore... Mami-san and Kyoko-chan turned into monsters, and Sayaka-chan... Sayaka-chan tried to kill you..."

"She did. Don't worry, I'm not so easily killed."

"But why?! We're all supposed to be friends...!"

Inside, Homura cringed as if struck. That hadn't been true for a long, long time. "Things have changed," she said without looking back. "All that's important right now is that you're in danger, and I have to get you to-" She stopped. There it was, an unmistakable energy signature, a few meters away. "Wait." Unwilling to let go of Madoka's hand, even for a second, Homura reached out with her power, grasped it, and hauled it out of the shadows...

The Incubator blinked its glassy red eyes and stared at her, its fluffy tail twitching.

"Homura-chan, what is-" Despite her fear and confusion, despite everything, Madoka couldn't help but find the creature cute. It was tempting to reach out and try to pet it, if only for a bit of comfort...

"Don't touch it. I'll be just a moment." Homura stared into its eyes and asked it a question, one that it should have been wholly incapable of answering. Nevertheless, if all was as it should be, it should have no choice but to answer to the best of its limited ability. "What have you done?"

The Incubator smiled. Not its typical frozen smile, but a wide, beaming grin, showing a mouthful of sharp teeth that Incubators didn't have. Its eyes gleamed with a spark of life that it lacked only seconds before. Hello, Homura Akemi, it said. There was something off about its telepathic voice... Are you in need of assistance?

With her free hand, Homura seized it by the neck. "I am not in the mood for games," she growled. "What have you done?"

The Incubator made a sound that none of its kind had ever made: it burst into laughter.

The sound was so foreign, so wrong coming from one of them, that Homura dropped it by reflex, her skin erupting in goosebumps...

If you want our help, it cackled, you know what it costs. But since you've already sold your soul, the usual price doesn't quite apply to you, does it... madame?

"Madoka, cover your eyes and ears!"

"But-"

"Don't look, don't listen to it! Get back...!" Homura saw what was coming, but Madoka didn't have that luxury. Madoka could still be protected from the horror of what was about to happen...

With a fearsome snapping of bone and tearing of flesh, the Incubator changed. New features bloomed from beneath its skin like tumors bursting into prominence, its seemingly harmless outer facade shredding to pieces to reveal the shape growing underneath...

Homura saw. She saw with an awareness unmatched by any other living thing in her universe, so only she was able to fully comprehend the monstrosity before her. Not just this Incubator, but all of them... all were altered by a foreign presence at a molecular level: Joker's presence. Like a virulent mental cancer, the harlequin had infected their hive mind, spreading his influence to the entire species. Billions and billions of bodies were now potential copies of himself, with more ready and waiting to instantly replace any one, or hundred, or thousand that were slain.

It was her fault, her arrogance. Thinking herself invincible, and the Incubators defeated, beneath her notice, beneath any suspicion. Now, because of that hubris, it was all falling apart.

Screaming with rage, she lashed out at the fetal harlequin with every deadly force she could think of. If she could kill it before it fully formed... Brick and steel melted into slag around it, and the pavement grew white hot with the discharge, but her blows had as little effect on it as a gentle breeze. It stretched into its humanoid shape, forming features, hair, clothes, and that damned smile...

"Tsk," said Joker, rubbing at the X-mark on his mask as he stepped out of the pool of gore that was once an Incubator. "I hoped that this time, this blasted scar would be gone. Ah well. Bonjour encore, madame. Look at your face! How frightened hypocrisy hastens to defend itself!"

"You," said Homura, wild-eyed. "How are you doing this?!"

Cackling, Joker spread his fingers. There was a tiny metallic sphere in between each one, four in all. Marbles. "I borrowed a few of the Incubators' toys. These Isolation Fields they came up with are quite astounding. Those, plus the Anti Magilink Field generators from a few Gadget Drones, a little of help from the LITTLE to make them portable, a few touches of Doctor Mizuno's and some of my own, and voila! Technology to stymie even a God. Viluy would get along fabulously with them, they're just like her... cold, analytical, stoic." A triumphant sneer as he dismissed the marbles, vanishing them with a flick of his hand. "Or they were. Their toys are delightful, but they have no sense of fun at all... I've seen fit to remedy that. I gave them a sense of humor."

Homura backed away and bumped into the shuddering Madoka, crouched low against the ground. She seethed with rage and frustration. Of course. She had been such a fool...! "You restored Miki's powers. You turned Tomoe and Sakura into those-"

"Witch-Hybrids, I call them," said the harlequin. "Not as strong as true Witches, but easier to get hold of, and far more controllable. Did you like the warm-up act? It was such a pleasant surprise to have Mademoiselle Miki join the cast without much coercing... I could use more actresses like her."

The asphalt beneath Joker's feet rose up around him and stretched like taffy to enclose him in a cocoon. Homura's eyes shone red as she grasped the construct and squeezed, and squeezed...

A gasp behind her. "Homura-chan!"

Homura looked, and her blood ran cold.

Incubators. A crowd of Incubators surrounded them, all staring with unblinking red eyes and copies of Joker's smile. "You'd think someone as smart as you would realize by now that it's futile," they said in chorus. "Really, madame, you should have accepted my offer when you had the chance. We're more alike than you'll admit... we both know what we want, and we'll stop at nothing to get it. We've both defied all the heavens, and even death itself... The only difference is... you don't try hard enough."

Madoka backed up against her, quaking in fear. "Homura-chan-"

"So enough of the warm-up act," said the Incubators. "It's time to bring the house down."

"What are they-"

Homura didn't hear her. She stared up at the sky, aghast and lost for words.

Again, her expanded awareness sensed something wrong with her world before it was apparent to anyone else. She knew the Incubators were advanced; any species that could combat the principle of entropy on a universal scale had to be. But the Incubators were pragmatic, ruthlessly so. They pursued their goals, and only their goals, in the most efficient manner possible.

Now, with Joker's consciousness guiding them, being them, she understood what they were truly capable of, what they could do if their natures didn't prohibit it.

Homura understood immediately what they, what Joker, had just done, but it wouldn't become apparent to the rest of Earth for at most another eight minutes.

"Homura-chan...?" said Madoka.

"The sun," Homura whispered. "He put out the sun."

Madoka's heart seized in her chest. "Th-that... that's not possible..." She went numb with terror... no one, no one could do that...

Already Homura felt it. A slow, inexorable chill settling over her, life and warmth draining away, plants and trees crying out in voiceless agony. The sun was dead. Joker was willing to kill the sun to get to her, to have Madoka for himself.

Away. They had to get away. As far from the madman as possible. Only one way to escape, one option left. It wouldn't affect Joker or his Incubator puppets, nor would it work against Sayaka or the Witch-Hybrids, but if it could possibly save Earth and the people Madoka loved from the horror about to befall them... it had to be done...

Homura stopped time.

Not just for the area. Not even just for the city.

Her world, her Earth, her universe came to a sudden halt, frozen in grayscale.

"Madoka!" No time to second-guess. Homura threw her arms around her beloved, concentrated...

They vanished in what would have been the blink of an eye.

The only reaction was ringing laughter. In all corners of the frozen world, the same laugh echoed through silent streets...

Elsewhere

Floating.

Alone in each other's arms, drifting endlessly, with only a pink, shimmering bubble separating them from oblivion.

There were no stars here. There was no light, no solid ground, no air, no anything.

This was the place that Homura blinked them to: the void between the worlds. The only place she thought might be safe from Joker's rampage.

Madoka cried, of course. She cried for her fallen friends, for the loss of her peaceful life, for the people of her world, trapped in the moments before destruction.

Homura said nothing; there was nothing to say. She held her beloved and let her cry until she could cry no more.

It took a long time.

Inside the bubble, they drifted, going nowhere... there was nowhere to go.

"Homura-chan," said Madoka. There was no telling how long it had been since she made a sound. "What happened? To you, to us?"

Homura swallowed. It would be so easy to lie again, but what was the point? "We..." She stopped, trying to find words. "We used to be friends. Closer than we are now. We fought together."

"Fought?"

"We fought monsters."

"Like the kind that M-Mami and Kyoko..." Madoka shivered.

"Yes."

"What happened?"

Homura's heart began to break. Strange, she thought that nothing could do that anymore. The words of Sayaka Miki came to the forefront of her thoughts, and refused to fade back into memory: "Any heart you had in there died a long time ago."

Homura swallowed again. "You had to go away. And I was so lonely without you... I couldn't bear it. The Incubators took me, tried to use me to get to you, and when you came back to save me..." Her throat closed tight. No. She couldn't. Madoka was all she had left now, and Madoka would hate her for what she had done. She could never know.

"They got us both," said Madoka.

"Yes." One more lie. One more lie couldn't hurt.

"And that man, Joker..."

"He wants us on his side. He's... he's not like the other monsters we fought before."

Silence.

"I'm scared, Homura-chan..." She huddled into Homura's bloodstained chest, her cheeks wet.

Whatever was left of Homura Akemi's cold, accursed heart ached with bittersweet memory. Once upon a time, they floated like this, and she cried at Madoka's breast while Madoka comforted her...

For the first time since her fall, tears brimmed in Homura's eyes. "I'm scared too. I'm sorry, Madoka. For everything."

Floating.

Silence.

There was no telling how long they drifted.

Until...

The void was dispelled by a bright light. Joker! He must have found them. Homura embraced her beloved and turned her back to it, shielding her to the last. If she could only protect her, one last time-

A voice spoke from the light, undertoned with electronic feedback. "You there! Hang on, don't move. Now initiating transfer."

Homura felt herself dissolve... she cried out for Madoka, but she didn't seem to have a mouth anymore...

... and she crashed to a floor, a hard steel bulkhead. Scrambling, she felt for her beloved's hand as spots burst in her eyes, found it, clutched it tight...

The same voice spoke to them, closer this time. "I'll be damned. She was right after all. You two are lucky we found you when we did, that barrier of yours would have shattered if you stayed in Interdimensional Space for too long."

"B... Barrier...?" said Madoka, wearily raising her head. "Who... who are you? Where are we?"

The voice sighed. "I'm Admiral Lindy Harlaown of the Time-Space Administration Bureau. Or at least I was..." That last part had a distinct bitterness to it. "I've sort of gone AWOL at the moment. This is my ship, the Arthra... welcome aboard."

A ship. Homura's vision slowly resolved. They were in some sort of metallic cargo hold, like a set out of one of those hokey science fiction movies. Crates everywhere, marked with writing in a language she didn't recognize. Each wall flickered with a faint energy barrier...

"I'm sorry I can't give you better accommodations," said Lindy's voice, "but Fantine told us that we can't interact with people outside of our home realities yet. Something about being 'out of alignment'. She'll tell you more once we get back to the Lighthouse."

For once, it was Homura who was totally lost. "Fantine...?"

"For lack of a better description, she's like the spirit of the Lighthouse. She led us out here, told us roughly where you'd be... however she knew, she was right."

Madoka stared; first at Homura, then at the grated part of the wall which she assumed was the speaker system Lindy spoke from. "I thought we were in space or something. What would a lighthouse be doing out here?"

"It's... not exactly a normal lighthouse. Hold on, let me reroute power and I'll give you a look."

A holoscreen flickered to life before them, its images wavering at the edges. It bore a picture of...

"Oh, wow..." said Madoka.

It was a great white crystal spire, hundreds of meters tall, standing out from a cluster of others like it on a floating chunk of rock in the sea of interdimensional space. The crystal was too smooth, too iridescent to be anything natural... from the look of it, it was paradoxically both strong as diamond and fragile as a snowflake. Its upper facets formed a pyramid-like peak, from which a brilliant beam of light shone out into the abyss, cutting a path through the dark and strangeness of the space between the worlds...

"We're on approach now," said Lindy. "Take a good, long look... odds are, you won't be leaving here for a while."

As the Arthra coasted over it, their view of the Lighthouse shifted. It was only when looking at it from directly above that the shape of the lower facets and the rock they stood on became clear. It was a perfect five-pointed star, with the spire at its center and the point of each vertex plunging into a different part of the void. At the point where vertex and void met, liquid images swirled around in mesmerizing patterns, forming glimpses of other places, other times... it was hard to look away.

The ship lowered herself toward the lower rightmost vertex, and it swelled until it filled the entirety of the screen. A deep shudder thrummed through the decks as something gripped the hull and brought it to a stop.

"This is where you get off," said Lindy. "Fantine said we have to go in through the upper left point for the time being. Maybe once things change, we'll meet again later..."

"Wait," said Homura. "Where-"

A series of locks on the back wall slid apart, and the wall split into two cargo bay doors, retracting back and out of sight. Mystefied, Homura and Madoka walked forward, into the shining light that now filled the bay. Their feet left the bulkheads, and stepped onto...

... a field of flowers.

Homura stared; this was the very riverside field where she made her decision to take the fall and save Madoka, whether or not she wanted to be saved. The same carpet of dandelions where they last embraced each other. The same feeling of grass under her feet, the same stars in the night sky, the same sweet scent... but the look of it was wrong. Everything, from the waters of the river to the bridge in the distance to the smallest seed in every puffy dandelion blossom, was made from a substance like molten glass and soap bubbles mixed together.

Madoka's hand tightened on Homura's. "What is this place?"

A new voice rang out, with no clear source... feminine, soft like ocean water, but with an undercurrent of steel. "This is the Lighthouse, a place of sanctuary for all those displaced in time. Madoka Kaname, Homura Akemi, I welcome you here, and I pray that you will think of this place as home. You may call me Fantine..."

Homura bristled. She had had quite enough of places being recreated from memories. "Whoever you are, you need to explain yourself. How do you know us, and how did you know where we-"

"From here, I see everything," said Fantine's voice. "I reach out and help when I can, and provide shelter to those who need it. And you do need it, considering what's coming..."

Madoka looked around at the field of dandelions, at the starry sky, and finally at Homura. "What is coming?"

"War," said the voice. "A war unlike any the worlds have ever known. I'll explain what I can later, but for now, come... there are others here who have survived the onslaught of Chaos. It's past time for you to meet them."

END OF ACT I

NEXT:

ACT II: UNFAILING