It was well past nine o clock, and the once-bustling hospital was becoming ever more silent. Of course, the noise was distant in the first place—this floor, where Charlotte's mother stayed, was for patients who were condemned to die and wanted to live their last few weeks peacefully. Most patients slept. Some stared outside the window all day and wept, some watched the TV numbly as news about all the horrors the world had to offer flashed across the screen, and some mumbled to themselves quietly—or, in Charlotte's mothers case, softly spoke to the rare visitor.

"You're such a good girl, Charlotte, coming to visit your mother every day… your grandmother would be so proud of you," her mother said with her quiet, listless voice.

"I always look forward to visiting you, Mom," Charlotte said, forcing a little smile. She was lying, of course—her mother was just a husk of the lively woman she used to be. Visiting her everyday, making forced conversation about how nice the neighbor's house was and how great things were going at home—it was almost too much for Charlotte to bear. However, what kind of daughter would she be if she left her mother alone to waste away in the hospital bed? Even when Charlotte had been destined to die, her mother had stayed by her side every day.

"Oh… when did you stop calling me 'mommy?' You're growing up so fast…" she said, smiling just a tiny bit—the most she could muster.

Charlotte didn't say anything. She didn't even realize she'd started doing that, herself—then again, this woman lying in that bed was hardly the mother she knew.

And Charlotte felt terrible for thinking that.

"Charlotte? Visiting hours are over, honey," said the familiar voice of the nurse, peeking inside the dark and dreary room.

"Okay, just one second," Charlotte said, turning to her mother. "Mom, I'll come visit you the same time tomorrow," she said, kissing her mother on the forehead. Her skin was cold and taut, like she wasn't even alive.

"Thank you, so much…" her mother said before allowing sleep to claim her once again from the state of drowsiness that constantly overcame her.

Charlotte didn't look back as she left the room. As she walked downstairs and began the (thankfully brief) walk to her temporary home, her mother's words echoed in her head—"Your grandmother would be so proud of you."

Memories of Kiki, becoming a monster and trying to kill her own twin, flashed in Charlotte's mind. It had been made painfully clear to her—that was what she was to become. A monster. A mindless killer that would kill as many as she had saved as a magical girl. Would her grandmother be so proud of her if she knew that her granddaughter had been so desperate to cling to life that she made a decision that would inevitably result in the demise of herself and too many others?

Her grandmother was a kind, loving woman. She'd loved her only daughter and granddaughter with all her heart. Still, she had been a good, Christian woman—she loved Jesus and His virtues as much as she loved her family. There was no way she'd approve of Charlotte striking a deal with the devil.

"Charlotte, there's a witch about two miles east of here. We should take care of it," a familiar voice echoed in Charlotte's mind as she sat up on the futon she'd been given to sleep on. Turning to look out the window, the silhouette of a young girl waited outside in the front yard.

"I'll be right there, Mimi," Charlotte thought, quickly grabbing some clothes before leaving. She was almost glad a witch had shown up—it'd been almost a week since she'd gone witch-hunting with her only friend, and ever since Kiki's demise Mimi had avoided Charlotte outside of hunts. Charlotte had tried to visit her at her apartment, of course, but every time she went to visit, Mimi was out somewhere—who knew where.

It was easy for Charlotte to open the window from her second story room and jump to the ground—little abilities like that had been amazing in the beginning, but now they only taunted her, a constant reminder of what she was destined to become. As Charlotte landed on the ground, Mimi's soul gem immediately began to glow as she transformed into her magical girl form.

"Mimi…" Charlotte said.

"What? We can get there faster this way," she said, turning to glare at Charlotte.

Charlotte wanted to remind her not to waste magical energy, that it was important to conserve magic and that every grief seed they had to use was potentially another soul wasted, but she bit her tongue. Every time Mimi was reminded of her sister's demise and her own destiny, her soul gem grew a bit darker. In fact, ever since her sister had died, a permanent dullness had engulfed her gem—even when it was freshly cleaned, it never shone bright like it did. Mimi was also never quite like her old self since that night.

"It's nothing," Charlotte said, transforming as well.

Hopping from roof top to roof top, shrouded in the shadows of the night, it was much easier to find the witch than it would have been if they were not transformed. Despite knowing that her magical energy was being borrowed from girls just like Kiki who had met her fate, Charlotte still couldn't help but enjoy being transformed. It was awful, but like that, those bedridden days spent stuck in the hospital seemed so far away that they weren't even real.

The witch was in an old factory in the same area Charlotte had met Kiki and Mimi in.

"Um… this is the second time I've fought a witch here! I wonder why there's so many? I thought witches usually liked higher-populated areas…" Charlotte said, trying to break the tense silence that hung between her and Mimi as the two landed in front of the factory.

"The few people that come around this area are poor or homeless. They're more depressed in the first place and easier to manipulate, easier for witches to kill," Mimi said, very matter-of-factly, "Let's not waste time with small talk. We have to take care of this witch."

Hesitantly, Charlotte followed Mimi, the gap between them wider than ever before. As usual, the world dissolved around them as they stepped into the witch's layer—pictures of faceless women were plastered on otherwise white walls. The hallway was narrow for a labyrinth, but there was no ceiling in sight. Nonetheless, the layer felt claustrophobic and cramped.

Suddenly, the floor beneath them was jerked forward as the witch sensed their presence, and the two were transported further into the lair. Unfortunately, where most other labyrinths had a clearing that the witch inhabited, this witch's chamber had a hall just as narrow as the rest of the lair.

"How are we both going to—"

"Charlotte, stay back. I'll take care of this thing," Mimi said, cutting Charlotte off before she could finish her sentence. Before Charlotte could say a thing, Mimi lurched forward, sword already materialized. She sliced through the witch, the faceless silhouette of a monster, like it was butter—but of course, that was far too easy. The witch reassembled itself almost immediately, letting out a cry as it did so and releasing tentacles that ensnared an off-guard Charlotte.

"Mimi!" Charlotte cried as another tentacle, this one with a sharp blade on the end, protruded from the witch. She struggled as hard as she could, but the tentacles held her firm.

"So, I just have to destroy this thing all at once, huh?" Mimi murmured to herself as she turned to the witch again. Her soul gem glowed with terrifying power—power that she didn't really have. "Take this, you bastard!" she cried, slashing vertically through the witch, her blade glowing. The light from the blade seemed to infect any piece of flesh that it touched, spreading from the cut throughout the witch's body.

Charlotte screamed as the bladed tentacle shot at her, aiming it's blade straight at the soul gem on her throat. However, just as she squeezed her eyes shut in preparation for her inevitable fate, the tentacle froze as the light reached it. The witch cried out in pain, an ear-piercing sound that made Charlotte want to clasp her hands over her ears, as it disintegrated into nothingness.

Charlotte landed in a crumpled heap, circulation cut off from her arms and feet. The witch had been holding her so tight it was painful, and difficult to breathe. Hurt and exhausted, she immediately transformed back almost involuntarily. "Mimi…" she murmured as she looked up at her friend, still transformed.

Mimi hadn't bothered to free Charlotte before attacking the witch. Everything had turned out okay, but there was no way she could have known the blade wouldn't reach her throat before the witch died—after all, it had been mere inches away from Charlotte's soul gem before the light had infected it.

"You were careless. You shouldn't have let the witch grab you so easily. We are magical girls, aren't we?" Mimi said, not looking her in the eye.

A groan sounded from the other room—a terrifyingly human groan.

"Oh, no…!" Charlotte said, scrambling up and limping to the door.

Sure enough, in the middle of the empty room, a young woman lay on the floor, a shard of glass embedded deep in her belly and blood all around her—obviously, the work of the witch.

"Miss! Miss, are you awake?" Charlotte cried, rushing to the woman's side. She was vaguely aware of Mimi standing in the doorway, watching the scene unfolding before her.

The woman glanced at Charlotte with fearful eyes. "Please… get help…" she gasped, tears of shock falling down her face.

Charlotte gripped the woman's hand. It was already cold, and life was quickly slipping from her eyes. "Wait, please hold on! I can save you!" she cried, trying to gather her thoughts and focus her magic.

But it was too late. As soon as Charlotte felt the familiar warmth spread through her body, the woman gave a final, sputtering gasp, and fell silent. Her chest was still, and her hand hung even limper than before in Charlotte's hand.

Tears were falling down Charlotte's own face now. "We… we couldn't save her…" she muttered, gazing at the woman's lifeless face. She was so young, so pretty... and she so much resembled Charlotte's own mother.

"Dammit." Mimi spat out from behind Charlotte. Charlotte turned to see a terrifying sight—her friend, even still in magical girl form, her soul gem becoming almost completely black.

Charlotte stood up and turned to face her friend. "Mimi, I…" she began, but her voice faltered. She couldn't say a thing as tears began to stream down Mimi's face.

"Charlotte, do you want to know what my wish was when I became a magical girl?" she began, still not looking up. "Kiki and I both became magical girls at the same time. We were in an accident. Our parents both died, but Kiki and I… when Kyubey approached us, she wished for me to live, and I wished for her to live. Since we became magical girls at the same time, in exchange for each other's life, our special abilitie as magical girls were connected as well. When we fought together, we each had the strength of two magical girls. However…"

Mimi stepped closer, kneeling next to the woman's corpse. "However, when we were separated, our power was only half of the normal magical girl's." She stood, and turned to Charlotte. "So now, it costs me twice the power to defeat a witch. I forgot that today. If I had just used more power in the first place, and killed the witch in one blow… this might now have happened."

She wiped away another tear, and Charlotte tensed. Mimi was clearly slipping away, and her soul gem was becoming ever darker with each passing moment.

Suddenly, she let out a terrible, dark laugh. "We couldn't even save one person! We're such terrible magical girls, aren't we? We… we…"

"Mimi, please stop!" Charlotte cried, stepping toward her friend.

"We might as well just become witches now!" Mimi cried, tears streaming down her face.

The words hung in the air like a poisonous black smog. It was then that Charlotte realized that this girl—the girl standing a mere few feet from her, who'd just unleashed a declaration saying that she'd lost touch with her humanity—that was no longer Mimi. Much like her sister before her, who couldn't even remember her name that she so treasured, Mimi was gone.

But still, she stood there, head hung low, her soul gem growing even darker, sobbing and sniffling like she was a normal girl and not a monster. "Charlotte… please. Shatter my soul gem."

Charlotte stood in shock, unable to speak.

"Please, just do it!" Mimi cried, crumpling to her knees, "You saw how the witch appeared to come from Kiki's soul gem before. Maybe, if my gem is destroyed before it gets too dark, then maybe I don't have to kill anyone. Maybe I don't have to become a monster…"

Charlotte just stared at Mimi's soul gem. Each second, another black fleck covered a spot that had once been brilliant blue.

Taking a deep breath to stifle a sob, Charlotte focused for just a moment, and her weapon appeared in her hand. When she had first held this weapon, it had felt great—after all, she was using a giant fork to save people! But in that moment, Charlotte wanted nothing more than the throw the thing out the window. She had to do it, though—she had to kill her only friend in the world.

Mimi didn't even cry out as Charlotte shoved one of the knife-sharp prongs into her soul gem, shattering it into hundreds of pieces. Her face became peaceful and still, and her body fell to the floor like a rag doll.

It could have just been her imagination, but Charlotte swore that as she broke the gem apart, for just a moment, it returned to its original ocean blue colour.

The hospital seemed even more dreadful than usual. Charlotte's mother's condition had deteriorated impossible further, and with every visit she spoke less and less. It had gotten to the point where Charlotte just grabbed a chair and flipped on the TV after she'd greeted her mother—she couldn't bear to just watch her mother lie lifelessly in bed, like the woman who'd died at the hands of a witch.

"They tell me I don't have much longer," her mother said one day as Charlotte listlessly watched the news, not really taking in anything that was said or shown.

The tone of her mother's voice disturbed Charlotte deeply. Her mother had lost her liveliness in the hospital, but even then her words at least had some tone to them—a hint of sincerity, a touch of sadness. But these words, words that should have meant everything, were spoken like nothing—her mother's voice was completely emotionless and empty.

"Th-that's what they told you a while ago. I'm sure you'll be fine!" Charlotte said, avoiding eye contact with her mother.

"Not this time, honey," she said, her voice low. "I want you to be a good girl for Mr. and Mrs. Takaya next door. They'll be taking care of you from now on—they had me fill out the paperwork this morning."

At this, Charlotte turned to her mother, who still had her gaze fixed on the TV. "I love you, mom," Charlotte choked out, squeezing her mother's cold hand.

"I love you, too."

It was as if those last words, the first ones with any real emotion in them since she'd been hospitalized, had used up all her energy. Just five minutes after telling her daughter her fate, Charlotte's mother fell asleep. She wasn't dead—yet. She sure seemed like it though. Her hand was colder than usual, her chest hardly moving. It was only the weak beeping of her life monitor that indicated any sign of life left in her.

"She looks terrible," a familiar, cocky voice echoed from behind Charlotte.

Memories of Kiki, fighting the magical girl she'd saved, the one who'd let her savior die, came crashing back to Charlotte. Slowly, she turned. Sure enough, the girl was standing there, nonchalantly leaning on the door frame.

"What do you want?" Charlotte spat, voice cold.

"I sensed a magical girl when I was walking by, so I decided to check it out," said the girl, sitting on one of the few seats in the room, "I went through something like this a while ago, too. My mom died from cancer."

"Is that why you became a magical girl?" Charlotte said.

The girl snorted. "Obviously not. Otherwise she'd be alive, you know."

"She didn't even remember her name, you know."

"What? Oh, you mean that girl from before? The one I turned into a witch? Face it, she had what was coming to her. If you want to get by as a magical girl, you've got to play dirty sometimes."

"Your soul gem was fine! You didn't have to 'play dirty!'" Charlotte cried, clenching her fists, "Do you know what her sister went through? Do you know what she went through? You just turned her into that… that thing that couldn't even remember something as precious to her as her own damn name, and for what? To add an extra grief seed to your collection?"

"Jeez, I'm sorry. Sometimes I get low so it's good to have back ups. Listen, I want to tell you something—I think you might actually be able to save your mother."

Charlotte froze, taken aback, eyes locked on the girl. "How?"

"Just use your magic to, you know, heal her."

"You don't think I've tried that?"

"You have to use a lot. I don't think even a fully cleaned soul gem would quite be able to handle it. If you try it, I'd be prepared for the worst…"

"I'll turn into a witch?"

The girl laughed again, her cackle not unlike the Wicked Witch of the West's. "No, no, that won't happen if you're using the magic to heal somebody! What might happen is… well, you'd lose your powers and whatever you wished for."

"What?" Charlotte gasped. Kyubey hadn't told her anything like that.

"Yeah, it's kind of a big sacrifice and all, but if you want to save your mommy so bad, it might be worth it." She stood up, opening one of the nearby windows. The air that blew in was freezing and ominous. "Well, I'll leave you to do whatever you want. Just… don't regret whatever you do, okay?"

And with that, the girl jumped out the window, closing it behind her with magic, and she was gone.

Charlotte sat down again, almost dizzy and overwhelmed. She could save her mother. All it meant was giving up her powers and going back to how she used to be.

It wasn't so bad, that way. After all, if she gave up her powers, didn't that mean she wouldn't have to become a witch? But… if she gave up her powers…

She gazed at her mother, lying in the hospital bed. Of course, if she gave up her powers, that was the life that was waiting for her. It was a life that wouldn't last much longer, and certainly wouldn't be pleasant.

Compared to life as a magical girl, it was deplorable. Sure, she was destined to become a monster and possibly kill a few, but maybe she could save even more? And besides… as a cancer patient, she couldn't even run. She could hardly breathe, or talk, or even think for herself. As a magical girl, she could not only run, but she could fly. Every bone in her body felt like iron, and her mind was always sharp. She was strong, powerful… more powerful than most people could ever imagine. Would she be willing to trade that life in exchange for her mother's life?

Charlotte's hand hovered over her mother's chest, preparing to use as much magic as necessary to cure her, but her mind froze. She just couldn't do it. She could never go back to the way she used to be.

She collapsed into a fit of sobs and tears, burying her face into her hands, when her mother roused just the slightest bit.

"Mmm… Charlotte? You're still here?" she said, glancing at her daughter, "I'm glad. I had the best dream, just now. I dreamt that you and I were able to share a cheesecake again—the kind that grandma used to make for us when you were little. It tasted so good…"

Her voice trailed off, but finally she turned her head to look at her daughter. "That's impossible though, isn't it? After all, we never could find any place that had cheesecake like hers, and they won't even let me eat sweets here. I guess that's why it was just a dream."

Charlotte clutched her soul gem in her pocket. She could save her mother, but…

"Mom, I actually found a place recently that has cheesecake just like hers. I actually brought some, for us to share. But if they say you can't have any…"

A smile spread across her mother's face, melting Charlotte's heart. It was like she'd told her that she could be healthy again. "Charlotte, they told me I only have a couple more days, at best. They can't tell me what I can and can't eat." The first warm laugh in what felt like years escaped her lips.

Charlotte smiled too, though she hardly felt like smiling. "Then, close your eyes…"

With her mother's eyes closed, Charlotte focused, and let the warm magic flow through her fingers. A plate appeared first, then the cake, and finally, a bright red strawberry on top.

"Well, then, mommy…" Charlotte said as her mother's eyes fluttered open, "Shall we eat?"

The cheesecake was delicious, the best either had ever tasted in their lives. It was exactly like Charlotte's grandmother's cheesecake, but somehow, sharing the cake right then and there, as a final treat to her mother, made the cake taste better. Charlotte thought that maybe the salt of her tears brought out the flavour.

After she was done, Charlotte's mother settled back into her bed, facing the ceiling. She seemed to sink even deeper into the bed than usual, her face even more calm than ever. "That was delicious, Charlotte. Thank… you…" she muttered, falling back into sleep.

This time, however, the sleep was final—the single, monotone beep of the life monitor did not betray that. Charlotte's mother was dead.

Before a single tear could escape Charlotte's eye, a familiar silhouette hoisted itself up onto the window.

"Charlotte…! I didn't think you would let your own mother die," Kyubey said, settling himself on the windowsill.

Charlotte shook her head. "I couldn't save her. Not without going back to… what I was before. This way is better, probably. This way, I can save more people, and help out on Walpurgis Night."

"Going back to being sick? That's ridiculous! Who told you that could happen?"

Charlotte's heart nearly stopped beating. "That… magical girl from… before…" she muttered in disbelief. Had she been lied to?

"I think you were tricked Charlotte. If you use too much energy, you just become a witch like everyone else. Further more, I don't think it would have cost too much to have saved your mother. Your soul gem would be clean enough as it is right now, even more so before you made that cheesecake."

The plate shattered in Charlotte's grip, the glass cutting her fingers. She was shaking all over. "Why… why didn't you tell me…?"

"You didn't ask. After all, isn't this much better? A huge weight has been lifted off your shoulders! Now you don't have to worry about this woman."

Before she realized it, Charlotte was holding Kyubey by his neck, and her hand was glowing with magical energy. That energy was rapidly growing darker and darker, and Charlotte's heart was growing ever more heavier, but she didn't care.

"This won't solve anything, you know," Kyubey said, dangling in her grasp.

"I know," said Charlotte, drawing her fist back even further, "but it's going to feel good."

With that, she hit Kyubey square in his face, his body dissolving like dust. And with that—Charlotte used the last of her magical energy. She collapsed to the floor, laughing to herself. She'd just killed something. She'd sworn to herself when she first got her powers to never hurt another living thing with her powers, but she'd gone ahead and done it anyhow. She was no longer a magical girl—at this point, she was half-witch.

The world became shaky and blurry and dark. Charlotte turned her head to face her dead mother. "I'm so sorry, mom."

And with that, the world vanished, and Charlotte was no longer a magical girl. Instead, she became what she truly was—a seemingly innocent doll that barely concealed a vicious, power-hungry monster.

Yoko watched Charlotte become a witch. She hid in her lair, and watched as Charlotte killed another magical girl with yellow hair like the sun, and was defeated by another with black hair like a raven. She was a powerful witch, as the girl she killed was clearly a veteran, but in the end, there was another magical girl more powerful.

Such was the way things worked—and that was why it was better to use dirty tactics like playing possum, or scavenging for grief seed that had been lost or carelessly left behind, Yoko thought to herself as she scooped up the grief seed that a blue-haired schoolgirl had tossed to the ground as she left the scene. Obviously, that girl had not been a magical girl—otherwise, she would have kept the seed for her own, even if she didn't need it. It was a fine seed, too, with an even richer and darker colour than most.

"I only told you to help me turn Charlotte at the right time. I didn't think you'd end up killing those twins, too."

"Killing is such a strong word, Kyubey… I think I prefer the term, 'pass on,'" Yoko said, turning to the cat-like creature just a few feet away, "Besides, those girls have been hanging around my territory for too long. They were bugging me."

"Don't you humans usually feel remorse for such things?" Kyubey said.

Yoko laughed. "We're magical girls, Kyubey! We're hardly human at all. Especially me… you do remember what my special ability is, right? Since I wished for the businesses competing with my father's business to fail, I can curse normal people, make them sick until I want to kill them… just like a witch's kiss. You saw what I did to little Charlotte's mother just now. I'm no better than an actual witch. Anyhow, enough of that… how did your little project go?"

"Madoka was saved at the last second by a rogue magical girl—I don't know where she came from. Now that Madoka has seen her friend be killed in action, she's nervous to contract—but it's only a matter of time before she does."

"What's so great about this 'Madoka' anyhow?" Yoko scoffed, rolling the grief seed around her fingers.

"If I can get Madoka to make a contract, she'll make enough energy to fuel the universe for an unimaginable amount of time! Magical girls won't even need to exist after. The universe will be saved."

"So, that's it? We're all just unneeded pawns in your little experiment? Then what am I still doing here?" Yoko murmured, clenching the grief seed. Smirking, she tossed Kyubey the grief seed.

"Yoko, you don't want this?" Kyubey said, catching the seed with his mouth.

"Take it, cat. I don't need to be here anymore, so why bother?" laughed Yoko, watching in anticipation as her soul gem became darker. The other girls saw becoming a witch as a bad thing, where you lost all sight of yourself, but Yoko knew better. Although some magical girls had a rocky transition into witchhood and ended up becoming weak, strange creatures that couldn't even kill a human, most magical girls not only became several times more powerful as a witch, but they even maintained the most important parts of their existence as a human. Yoko had fought witches before surrounded by roses, or love notes, or hundreds of servants that catered to their every whim. Even Charlotte had been surrounded by sweets, and if the ruins scattered around her lair were any indication, she'd even kept the name she loved so much.

Truly, life as a witch would be better.

"I'm looking forward to it," Yoko muttered to herself as she allowed the darkness to engulf her.