Kyouko and Sayaka get together with a little help from Homura-chan. Kyouko x Sayaka. This story is primarily fluff, but as of episode 10 nothing ever stays too happy for too long in the Puella Magi universe.

Rated M for language and a hint of lemon-flavoured content in a future chapter.

I don't own Puella Magi Madoka Magica or any of the associated characters.


Special thanks to my beta reader bonesxbreak. Appreciate the help.


"I know you're back there."

Sakura Kyouko took a bite of her Taiyaki. She didn't bother to turn around. This was her territory, and she wasn't worried. This wouldn't be the first time some newbie decided to take her turf, and wouldn't be the last. Most likely this one knew just enough to stay away from Mitakihara Town which had been firmly in Mami's control. Mami had a reputation of being nice, even sweet, but only a very few had tried to cross her, and those that did lived to regret it.

"I'm not here to try to take your territory."

A chill ran down Kyouko's spine. That voice ...

She turned, hastily chewing and swallowing her food.

"Yeah? Smart. Why are you here then?"

"We need to talk."

Kyouko took another bite, and watched as the speaker stepped out of the shadows. She had long, dark hair, purple eyes, and a neutral expression on her face. She wore a Puella Magi uniform, grey-violet and black, that enhanced her air of seriousness.

Kyouko finished chewing, and grinned.

"So talk, already."

"Not here. Come with me."

"Why not here? We won't be interrupted after all."

"Like you weren't?"

Kyouko scowled.

"Please," the dark-haired stranger repeated in the same level voice, "just follow me."

The red-head looked the stranger over once more with a critical eye. She wasn't a newbie, that was for sure. Something about her seemed ... familiar somehow. She shrugged the feeling off.

"Why the hell not .. since you asked so nice and all."

The other girl nodded, and motioned for Kyouko to follow. She knew very quickly where this stranger was leading her, and she realized that this could well be some kind of trap.

"Isn't this Mami's territory you're leading me to?"

The other girl glanced back but said nothing. Kyouko grinned, her little fangs visible.

"Normally I like dark, silent and mysterious, so don't get me wrong here ... but I don't trust you ... you're planning something."

"Akemi Homura."

"Huh?"

"My name."

"Oh. Sa ..."

"Sakura Kyouko. I know."

Kyouko shivered.

"So we've met before? When? I don't remember you. Wait, you must've been one of dad's ..."

"No. We've ... not really met before. I'll explain everything soon."

"Right."

In other words, shut up.


"A park?"

Homura didn't reply. She continued to walk, followed by a bemused Kyouko. It was very green, and there were many benches under the shade of trees to sit in comfort as the soothingly cool breeze blew. But it was hardly an ideal location to discuss important matters. There were ... people. Quite a few of them. Kyouko frowned.

Then she saw three girls that were around the same age as herself and Homura. They waved in their direction, and Kyouko understood why Homura had changed out from her Magical Girl outfit and requested Kyouko do the same (which she had done, reluctantly).

"Akemi-san! It's nice to see you today!"

She was cute, Kyouko reflected. She had pink hair tied up into two short tails by pretty pink ribbons, lovely eyes, smooth skin that looked quite soft, and touchable. She had an open, accepting smile and turned this without hesitation on Kyouko, though they hadn't met before.

"Hello! I'm Kaname Madoka!"

Kyouko grinned widely, but then noticed Homura's neutral expression deepen into a frown. She reached out and grasped Madoka's hand, giving Kyouko a pointed glare. Madoka blushed. Kyouko's grin widened. Message received!

"Sakura Kyouko. Nice to meet you, Madoka."

Homura's frown and Madoka's blush both deepened just a touch, and Kyouko felt a certain cynical satisfaction.

"Ummm ... this is Miki Sayaka, and Shizuki Hitomi," Madoka offered, only too glad to get some attention away from her even if for only a moment.

Sayaka smiled, with a touch of unease and perhaps distraction, as Kyouko glanced over to her.

"It's nice to meet you," Hitomi replied somewhat abruptly, "but I can't stay. Perhaps, Sakura-san will join us one day for lunch?"

Kyouko spared Hitomi a fleeting glance. Nice green curly hair, pretty enough eyes ... but her attention turned quickly enough back to Sayaka.

The others said a few quick good-byes and Hitomi left.

Kyouko took in Sayaka's looks slowly. Madoka was cute, no question, but something about Sayaka made Kyouko's eyes ... linger. Short, light blue bobbed hair, bright blue eyes, that were somehow both friendly, open, and ... distant. She had something on her mind that didn't allow her to be here entirely. Kyouko saw this as some kind of challenge ... the girl wasn't unfriendly, but this distance represented an obstacle to overcome, and that combined with a certain aura that Sayaka had ...

"Nice to meet you, Miki-san."

"Oh. Call me Sayaka, please."

"Okay, Sayaka. I'm Kyouko."

Sayaka's smile lost some of the unease it had held before. Still, something was there, distracting the girl's mind from this moment.

Kyouko suddenly realized why she had come, and turned to Homura.

"Wanted to talk about something?"

Homura still had Madoka's hand. There was a certain awkwardness in the sight that made Kyouko chuckle. Madoka's face was deeply flushed, and Homura, normally so composed, was blushing as well, but had no intention of releasing Madoka's hand.

"What? Oh. Well ... not really."

"Thought so. Say, let's get a bite to eat."

The other three tilted their heads at Kyouko, who grinned. A Pocky hung from her lips, and she pulled out a box of it, and raised it up to the others.

"Want some?"

The meal that followed was awkward for Madoka and Homura, who sat side by side in the booth they were at. The two shared a few hesitant glances, exchanged a whisper or two, and seemed somewhat uncertain just exactly what it was that they were supposed to be doing.

Kyouko ate. It wasn't on her money since she had volunteered Homura to cover their bill. Between bites of hot dog and sips of cola, she would lean over to Sayaka to talk with her.

"Those two are cute, huh?"

Sayaka smirked.

"Hey Madoka, I'm jealous. I thought I was your true love!"

Kyouko winced, briefly thinking that Sayaka was serious, before she realized that she had simply made a joke to make Madoka blush and squirm ... which had worked quite well. Kyouko decided to play that up a bit.

"Aww, c'mon Sayaka no need for that. You got me, after all!"

She grinned, one little fang visible, and suddenly it was Sayaka that blushed.


"Madoka. Please, call me Homura. I ... would like that very much."

Madoka blushed, but nodded. The four were leaving the restaurant, with no clear destination in mind. Kyouko and Sayaka were walking a pace behind Madoka and Homura. She again tapped out a Pocky, holding the pack up for Sayaka to take one as well, before placing it between her lips to dangle not unlike the way a cigarette would dangle from the lips of an older woman. She shoved her hands into her pockets and leaned in closer to Sayaka again.

"What'cha say we ditch those two?"

"Ummm ... where would we go?"

"Hell if I know. We'll know when we get there, right?"

Sayaka grinned and nodded. Kyouko grabbed her hand, producing a blush on Sayaka's cheeks, and the two stopped, watched Homura and Madoka walk on ahead for a moment, then turned and took off in the opposite direction.

Kyouko led them down some streets that Sayaka had never followed before, til they were at the riverfront. The walkway here led parallel with the river, stopping just shy of a bridge. Kyouko, however, did not stop, releasing Sayaka's hand long enough to climb over the short railing intended to prevent people from going further.

Sayaka's eyes went wide.

"Umm ... we really shouldn't go there. It's not safe."

"Pfeh. C'mon scardy-cat. Nothing to be afraid of. I've done this a hundred times before."

"Really? Oh. Well ... then I guess it's okay. I just hope we don't get caught."

"If we are you'll get a slap on the wrist and told to behave better in the future."

Kyouko grinned widely, two little fangs visible. She had had experience with that as well!

Sayaka responded with a thin smile, and started to climb over the railing. She wasn't as adept at it however, and lost her balance. She tumbled forward and Kyouko caught her ... but was knocked backwards, briefly winded.

Sayaka, her face a hot and violent red, looked down with wide eyes at Kyouko, whose arms were still wrapped around her midsection. Kyouko chuckled.

"Clumsy. If I hadn't been here to catch you ..."

"If you hadn't been here I wouldn't have tried going over that railing. You're a bad influence."

"Thank you."

"So... umm ... maybe we can ... get up now?"

Kyouko smirked.

"This is actually kinda comfy, don't you think?"

Sayaka's blush deepened, surprising Kyouko and making her chuckle.

"Fine."

After they had gotten up, Kyouko led Sayaka underneath the bridge, and to a hollow in the wall. It was concealed from view of those on the walkway, but allowed a decent view of the river and a forested park across from it. Sayaka actually smiled.

"Wow. This is ... this is nice. How do you know about this?"

"After my family ... wait ... have I told you that story yet?"

"Yet? Umm ... we've only just met today."

Kyouko blinked, and briefly looked confused.

"I could've sworn ... okay. Well, long story short, before I left Mami's territory, I had to camp out here for a while. Not the greatest, but it was mostly out of sight.

"Mami? Territory?"

"You don't know Mami?"

"Umm ... no."

"I guess I just assumed that since you knew Homura ... Anyway. I actually live and ... work, if you will ... the next city over. Mitakihara Town is where my dad's church is."

"Your dad's a preacher?"

Kyouko looked uncomfortable.

"Was, more like."

Sayaka turned to her. Her beautiful blue eyes stared into Kyouko's, making her blush.

"Tell me? Tell me your story. Please?"

Kyouko took a deep breath, swallowed, and nodded.

"Yeah. Only ... well, you aren't going to believe me."

"Try me?"

I'd love to, Kyouko kept herself from saying. Not the time for that!

Kyouko took Sayaka's hands, and led her to a cinder block, where they sat down. It was a long story, and one that Sayaka, frankly, did not believe. She believed part of it. She believed that her father was a preacher, that he had unusual beliefs, and that he went insane and blamed his failures on his daughter. She believed that Kyouko had a rough time of it after that, and that she was a girl in pain. She found the idea of a wish-granting ferret and magical powers too unbelievable.

"Really? You really want to take it there?"

Sayaka grinned.

"Like you can prove any of that wild stuff."

Kyouko sighed. She had probably said too much as it was, and now the girl was egging her on.

"Fine. Just, don't become unglued on me, now. Kay?"

Sayaka nodded, and Kyouko held open her left hand. Sayaka's head tilted, and she looked at the ring on her middle finger. The red gem was certainly pretty enough ...

"And?"

Kyouko scowled.

"Wait for it!"

The ring deformed, the gem increased in size, the metal that had formed the body of the ring changed into a framework encasing the gem, which glowed a slightly dull red. Kyouko frowned.

"What the ... what's ... what's that?"

"Soul gem, moron. Weren't you listening to my story?"

"But ... but that means ... you can really ..."

Kyouko sighed.

"Fine. You need more, you got it!"

With a toothy grin, Kyouko transformed (purposefully giving a blushing Sayaka a slightly longer glimpse of her unclothed body between her street clothing disappearing and her Puella Magi costume appearing than usually happened ... or was strictly necessary).

"Wha ... what ... ?"

"I was afraid of that. Ok, so you know my secret now, Sayaka. Now I must kill you."

"What?"

For a brief moment, Sayaka was paralyzed with fear, as Kyouko menacingly raised her spear ... but she couldn't keep a straight face, and as her grin crept across her features, and Sayaka's look of fear changed into one of confusion, Kyouko broke into raucous laughter.

"Oh ... oh fuck! You shoulda seen the look on your face!"

Still laughing, she sat back down beside a now indignant Sayaka.

"What ... what the ... you ... could've killed me!"

"Nah, no chance. You're too cute."

"But ... I almost ... had a heart attack! I ... think I peed myself!"

This made Kyouko laugh harder, and Sayaka blushed.

"Oh God. Red is SO your color!"

"Stop it! Darnit! Just ... stop it!"

"Oh ... oh gods ... I am ... I'm sorry Sayaka, but ... Oh, that was tooo fucking perfect."

Sayaka stood, and walked over to another corner. Her arms were folded across her chest.

"Sayaka? Hey look ... I ... Sorry. I'm ... not all that good with people. You ... you know?

Sayaka felt a pair of arms wrap around her midsection, and Kyouko pressed close behind her. Sayaka blushed, and ... felt something. She leaned back against the taller girl.

"I was really scared."

"Yeah ... sorry. I guess that wasn't good timing, huh?"

Sayaka didn't reply, but she did sigh softly, and found that it was very comfortable to lean her head back against Kyouko.

"You didn't really pee yourself, did you?"

Sayaka blushed once more.

"No."

"Heh. I think I'm gonna keep you."

"But ... So, so this is all ... real? Like ... witches, and magic, and wishes and ... stuff?"

"Yup."

Sayaka turned in Kyouko's arms, and much to the redhead's surprise, pressed against her, embracing, if not clinging, to the taller girl.

"It must be ... terrible. But ... well, you could help so many people ..."

"No thanks. I helped my own family plenty. Now it's just about me."

Sayaka looked up into Kyouko's eyes.

"I just can't understand that."

"Yeah, you haven't seen your mom and sister killed by your own father ... knowing that you were the one that drove him to do it ... huh?"

Sayaka shrugged, and leaned her head against Kyouko's chest. They stood there, clinging to each other, for a moment.

"Oh crap!"

Sayaka looked up.

"I ... I have to go. I, umm ... I need to go visit someone. I promised ... well, I promised him I'd do that today."

Kyouko felt a sharp pang of disappointment.

"Boyfriend?"

Sayaka blushed.

"Well ... Kamijou-kun is ... he is a childhood friend. He ... used to play the violin. But ... there was an accident. I ... visit him in the hospital. We talk about music, and he seems to enjoy my visits."

Kyouko nodded.

"Cool," she said though she was silently cursing her luck. This is why she avoided people. They disappointed you. You go and do something nice, think that they might maybe mean something, or care, or stuff, and it turns out ...

"Ummm, usually I can't stay very long. Maybe an hour at the most. Maybe ... we could ... do stuff later?"

"Stuff?" Kyouko smirked, one little fang showing. This made Sayaka blush again.

"Yeah. Red does look good on you. Nice contrast with those lovely blue eyes."

Sayaka buried her face into Kyouko's chest.

Yup, Kyouko thought, I could so get used to this!