The train station was void of life except for one girl sobbing and the other trying to comfort her. Two bodies were laid out, one in a hoodie who had cried out; "Why?" the other shocked that her life was taken by the cheerful one who was now a sobbing mess.

Homura slowly put a hand onto her back and Madoka wept into her chest.

Homura blushed but needed her to walk, to get home, before someone came like a cop or a employee of the station.

She read on the internet how to knock someone out instantly.

A quick hit to the head and Madoka was sleeping now.

She lifted her shield and looked down at Madoka

She put a single finger to her cheek and caressed it.

She forced Madoka inside her hammerspace shield.

She knew that she alone couldn't fight Walprigus Night in this condition and reset the timeline.

Even though she had "saved" this Madoka she knew it wasn't the same...

During her rewind her thoughts wondered to the first Madoka.

"She knew she was going to die."

"She took the easy way out."


She bit the inside of her cheek.

She awoke in the hospital again and went straight to a stall and used her powers to pull Madoka out of the hammerspace.

Madoka awoke and asked Homura what happened.

"I comforted you after you..." Her eyes darted towards the stall wall's but Madoka held her shoulders gently and firmly.

"Why are we here in this cramped stall?"


The look on Madoka's face was commanding and Homura blurted out where they had been from the intensity of her stare.

"...Ok so everything is back to normal?"

"Yes." Homura said looking at the floor her foot out, her toe trying to dig into the floor.

Madoka put a hand to her head.

It wasn't that she did not believe Homura but to just hear that statement was in itself just...unlikely.

Magic, aliens and witches were unbelievable but time travel, not just stopping time...

"Where are we?"

"The hospital..."

The first thing they checked on was Kyousuke's room.

He was still in there meaning that Sayaka had not contracted.

"Homura...How many times have you've done this now?" She asked quietly.


"Why twice?"


Homura was at her limit. She felt her body heating up rapidly and her breathing became shorter. Tears were forming in her eyes and her glasses were fogging up. Panic attack or hyperventilating, it was the same to her.

Madoka led Homura back to the bathroom slowly.

She embraced her and whispered words of encouragement into her ear and rubbed her back.

Homura started to calm down.

"I'm sorry but you must understand my feelings, I had killed Mami who tried to...kill you...And she got to Kyouko...Sayaka is still alive despite what happened to her. I'm sure that the first time you found things changed, you were...confused or thought of it like it was a dream."

"A-Actually I I was estatic, I had a second chance to fix things." She sniffled.

"OK." Madoka smiled, she was getting somewhere. "A second chance for what?"

"M-Madoka, pl-please don't leave me when I t-tell you." She blushed.

The pink one nodded with a smile and Homura took off her glasses and wiped her eyes.

"I just wanted to meet you again. I wanted to protect you. You...You were the only one who was nice to me...At school" Her voice broke and shrank with each word.

Madoka's firm grip slowly let loose.

"Why would you make that wish?" Madoka looked genuinely interested.

"You were a magical girl before but you died fighting Walprigus Night."

"...Did I become a witch?"

"That was the second time. You turned into a witch after defeating the Walprigus Night. Unlike before, the first time, you died with some regret."

Madoka took in a deep breathe.

"What was...My...Regret?"

"You no longer lived a normal life. Puella was the only way of life for you. You no longer saw Sayaka. You could never tell your parents about being a Puella..."

Madoka nodded.

That sounded like her.

She put an arm around Homura who had stopped sniveling.

Homura pulled out two grief seeds and purified their gems.

"So...Now what?" Homura asked.

"First, we get out of this bathroom stall and then we head to my house because I need some food."

Homura nodded.

"First I need to get my medicine."

"I suggest you heal your conditions with magic."

Homura held her soul gem to her eyes and heart.

Madoka was now standing in her room, Homura had sat on the bed.

"We need to takes notes about what not to do this time around." Madoka said pacing around the room.

Homura nodded.

"We need to make sure Sayaka doesn't contract and never meet Mami."

"Kyouko only comes when she thinks no one is protecting the city."

"Above all else, Kyubey can't be trusted."

Madoka nodded.

"What should we do first?"

"Kill Kyubey?"

Madoka was against it but Homura did it with single shot of her gun.

The "cat" questioned why they killed it and gasped upon it re-spawning.

"What does your name stand for?" Homura asked. Gun-reloaded; pointed at it.

Kyubey's tail swept invisible particles.

It took a few minuets before it responded.

"I am an Incubator."

"We want the whole truth about being a Puella." Madoka said arms folded.

Kyubey sighed.

It explained how their soul gems worked: It could turn into other forms than just its egg shape, the proximity rule and that when it completly darkened you turned into a witch.

It explained how long it's race had been on the planet and helped history and culture florish.

It compared humans to cattle and how the girls in the end are the ones who made the wishes.

Unknown to them Mami had been nearby and heard the whole thing.

A witch barrier formed and Kyubey was satisfied with the results since he had called her during his pause earlier.

A.N: So...Tell me what you think. Got this idea from DnD and 8 bit Theater where they store things into a void and pull out objects and people.