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When he dies for the first time, he doesn't know what to make of it.

At first, he thinks he's in the afterlife. Is it supposed to resemble a train station? Only now it looks more like a library. There are shelves along the walls, with no books, and a long winding road that could be a train track, but he isn't sure.

Then a door opens in front of him, and, without considering where this door might take him or whether it would be where he wants to go, he steps through and vanishes.

The second time it happens, he realizes that it isn't an afterlife.

The point of afterlifes is, you're not supposed to come back; he knows that for a fact. And yet he had returned to life, before it all went down, and he had failed. He had taken the same path again, and it ended the same: with the love of his life dealing the killing blow. A necessary act, but it had not provided the happiness that his beloved desires. The happiness he deserves.

The door opens, and he walks through with a purpose, knowing that it would take him where he wanted to go.

The fifth time, he begins to keep a tally.

He doesn't know where he gets the chalk. He looks on the ground, and it is there. Picking it up, it feels solid enough, but he knows that it is more in his head than real, just like this place. He marks five tallies on the wall, crossing the fifth one over the other four in a definitive swipe.

Placing the chalk on a table that definitely didn't exist a moment earlier, he stares at the wall, and wonders how many marks it will take to grant the perfect happiness.

He walks through the door with no more of a plan than the first time, but with more determination than ever before.

The fourteenth time, she is there.

He isn't sure if it was just that they had never noticed each other before. Things tended to get lost in the… whatever this place is. She has twin braids that stick out at rather remarkable angles, and a rather dazed, vacant expression magnified by red, half-rimmed glasses.

She's confused. "Where am I?" she asks him. "What is this place?" And he knows that he hadn't missed her, this is her first time.

"It's a space. I'm not really sure," he replies, giving her that bemused grin that he's so very fond of using. "I've only been here fourteen times myself." He points to the wall behind him, which bears a new mark.

"I… I just…" She looks at her hands, like she can't believe she's there at all.

"Died?" His smirk widens, just a little. "It's surprising the first time."

"No, I didn't die," she shakes her head, "at least, I don't think I did. I," she shudders, "I made a contract." Then something seems to hit her, a realization, and she drops her head into her hands and begins to sob.

He isn't sure what to do in this situation, so he settles with placing a hand on her shoulder and letting her get it out.

"I," she blubbers between sobs, "I wanted to save her, but, but I couldn't, I w-was too late, and I" - she stops to sniff hard and wipe at her nose – "I had to, make the c-contract because I, I couldn't just let her g-go I had to-" she qits trying to talk and just cries, and he lets her because they really have all the time in the world in this realm. He had found that out himself by staying here for days after one particularly terrible failure.

Finally her tears subside. "I didn't die though," she whispers, almost to herself, "I went back in time."

He nods, because it made sense, she's walking through time and he's dying through it, any way to get back to the ones they loved. He tilts her head up and removes her glasses, placing them on a nearby bookshelf, to give it a purpose.

"You will have to persevere," he tells her, "just as I persevere. We must give them the happiness they desire." She stares at him for a long time, then nods.

"You should go," he intones quietly, "if you're ready." She looks to her right, and he knows a door waits for her there, even though he can't see it because it's not his to see. He steps back as she stands, and she inclines her head to him, trying to act cool even though he knows that she really just wants to lie on the floor and die because that's all he's wanted to do since this started but he can't yet, he has a mission to complete and no matter how many deaths he goes through he knows he can't give up until Shinji is happy.

"What's her name?" he asks, less from curiosity and more from respect.

"Madoka," she replies, and disappears.

He turns to his right, where the doorway has been waiting for minutes now, or perhaps it's been days.

"What's his name?" he asks himself, and replies, "Shinji."

He vanishes.

The thirtieth time, they have lunch together.

"So you're the trigger for it most times? That sounds horrible, being the one causing the suffering," she says through a mouthful of mystery sandwich. They hadn't been able to decide on what type of sandwich to get, and the realm didn't seem to cooperate with food very well anyway, so it was all just as well.

"And that I die because of it." He stares at his food, not very interested in actually putting it in his mouth, but finding it interesting all the same. "Have you ever died?"

"No, you know that," her face darkens, "but she dies, all the time." After seventeen redos, she's able to talk about it, but it still brings visible pain to her being.

There's a pause, and then, "Has he ever died?"

"Once." He stares hard at his sandwich, like he can will it to disappear because it's just making him feel empty, now. "I didn't stay long after that." The implication lies heavily in the air, and she stops eating, setting down her food gingerly.

She's the one to break the silence. "How long do you think it will take?"

He shrugs, and the tension is broken. "However long we continue to screw ourselves over. It doesn't matter to me," he sighs, "so long as he gets his happiness."

"Yes." She closes her eyes. "Her happiness."

They leave behind crumbs and regret, and stale sandwiches, half-eaten and untouched.

The fifty-first time, she collapses.

He finds her on the ground, wailing with a ferocity that he hadn't thought to be possible, and he immediately conjures a canned coffee because that's what always makes him feel better, at least a little. He crouches beside her and offers the can, and after a lot of sniffling and wiping at her face, she takes it.

They sit beside each other on the ground in a companionable silence, only broken by her occasional hiccups. She sips uninterestedly at the coffee, not really paying attention to it, just giving herself something to do.

"I stayed," she says after a while, answering the unasked question. "After she became a witch, I stayed, just to see what would happen." She places the coffee by her side and hugs her knees. "It was worse than I had imagined." She turns her head and stares absently at the shelf next to them, now covered in pairs of red-rimmed glasses, some of which have cracked or missing lenses. "I had to kill her. I've never done that before."

He remembers, then, the first time that had happened. It was his fortieth time, and he had to watch as his beloved died, unable to save him from the Third Impact, not directly caused by him that time. She hadn't been in the realm, then; he had had to face his despair alone, before going back into the world.

"She was so different," the girl says, "a monster."

"Yes," he replies. "Often they are."

They stay together, in the place, for a time, before returning to their quests.

"Sometimes I wonder if I'm the cause."

It's his sixty-eighth time in the terminal, as he had come to call it, and her fifty-fifth. Their repetitions didn't always stay in sync, but they seemed to be about fifteen counts apart at all times.

"I don't have to wonder about that." He turns to her. "I know I'm the reason he's always unhappy." He looks up at the ceiling from his position on the ground, laying on his back next to her. "I guess I'm selfish in this endeavor. He would be happy if I didn't exist."

"But don't say that!" She sits up suddenly, and turns sharply to face him. "If we didn't exist, who would protect them?"

"If we didn't exist, who would they need protecting from?" The anger in her face dissipates slowly, and then she just looks sad.

"Well, Kyuubey I guess, but…" She lies back down. "Don't you have to save him from the angels?"

"Haven't you been listening?" He stretches his arms and legs, spread-eagling himself across the floor. "I am an angel. Who am I do be protecting anyone?"

They listen to the silence in the terminal for a long moment, the distant rushing of what might be a train in the background, the almost-discernible twitter of birds through the windows out of which nothing could be seen. He turns his head to the left and looks at his wall of tallies, marveling at how many there were and wondering if that had really happened, if he had really gone through time sixty-eight times, or if this was all just a mad dream and he'd wake up and forget about it this time, or the next, or the next.

"Don't you make him happy?" He had almost forgotten she was there, and he started just a bit, then turned his head back to look at her.

"What?"

"The way you describe him, he sounds depressed. Unable to find joy in others, or in life." She's not looking at him, staring at the ceiling. "Then you get into contact with him and he's having fun. He enjoys himself, and being with you." She clenches her fists. "I think that, if you weren't there, he would die eventually anyways, maybe by himself, and he wouldn't have felt the happiness that you give him."

He thinks about that for a minute, and turns to look back at the ceiling. "Maybe you're right," he says, and he knows that no matter what she had told him, he would have gone back through that doorway anyways, because he is selfish, and he wants to see Shinji; and she would have gone back through, because she is selfish, too, and wants to see Madoka. It's just in their nature.

The eighty-seventh time, she fixes the cassette player.

"Why do you have this thing, anyways?" she asks, as if she doesn't already know. "No one has tapes anymore."

"My world hasn't had much time to make new music players," he responds, but it's only half of the answer.

He didn't always come through with the tape player. He had his own shelf for them, but they definitely weren't as plentiful as her glasses, which she always managed to come through with. On his shelf there were a grand total of ten cassettes, some missing the headphones, others missing the tape. This was the first broken one he had brought through, and he couldn't bring himself to fix it. So she did it herself, while he stared out the window into the white abyss that was almost blinding to look at.

"Oh," he hears her whisper, like she's just found something horrifying, and he turns to see what she's looking at.

It's blood. On the inside of the cassette player, where the tape should be, there's blood, already dry and staining the plastic. He sits down on the bench next to her, trying not to feel sick. She slowly snaps the player shut, and places it next to her, away from him, and puts her hand on his shoulder. His head goes in his hands, and he doesn't cry, not really, because he doesn't know how to, but he feels the despair washing over him in waves and knows that if he was any more human, he would be wretched and drooling by now.

Then she does something astonishing. She hugs him.

It's awkward, but she rests her body against his and winds her arms around his shoulders and just holds him, and he lets her because the physical contact feels nice, and it's comforting. He relaxes into her grip and they sit together, exchanging comfort and consolation in silence.

When finally they separate, it's hard, and both realize just how much they want to feel that same comfort with the one they love.

Neither stays for very long after that.

The ninety-fourth time, they don't speak.

Both could tell that the other had just experienced a terrible fate. They just sit together, in total silence, and the place seems to understand that, for there are no distant background noises this time. She doesn't have a new pair of glasses, he notices, but he doesn't mention it, for there would be no point. No conversation is needed.

Eventually, he stands and steps through the door, and she follows soon after.

The hundred and seventh time, she tells him something.

"I think I'm close to finding the answer," she says. "I think I've almost achieved her happiness." She looks at him. "What about you?"

He shrugs. "I don't know. Nothing seems to have changed." He turns away. "I may be doomed to this forever." He chuckles, and sits on a bench in a tired sort of way. "It's okay, though. As long as Shinji is happy, I'm fine with being sad."

"Don't resign yourself," she replies. "You have to try, or else nothing will happen. You'll just be stuck in the same loop forever."

He nods, clasping his hands in front of him, leaning forward and resting his elbows on his knees. "I will never stop trying, until he gets the happiness he deserves." He shifts back, leans against the bench, puts his head on the headrest and looks at the ceiling. "But in the meantime, I'll be here, in the place of the failed timelines."

She stands there, looking at him sitting behind and next to her, and nods after a while.

"This will be my ninety-third time," she says, more to herself than to him. "Good luck, Kaworu."

She steps through her door, and vanishes.

He doesn't move. "Good luck, Homura," he murmurs.

The next time, she's not there, and he knows that he'll never see her again.

He's lost count. The wall is too small, and he stopped making marks long ago. But he'll keep trying to win, to keep the timeline from failing, because he was born to meet Shinji, and it's his destiny to make him happy. So he'll keep trying, till the universe has reached its end and time doesn't exist to go back through.

And maybe one day, he will succeed.