"...rouge. Lamperouge!"

Bright amethyst eyes widen at the voice addressing him and the raven-haired boy toppled out of his desk gracelessly. The class stared at the now-not-so-new transfer student as he rubbed his head and muttered, "Er- what?"

Mr. Mikado scowled. "I was asking you if is it better for women to wear skirts to a date or slacks?"

Fifteen-year-old Lelouch Lamperouge stared incredulously as he stammered out, "Wh-why're you asking me?! Everyone should just wear something comfortable but nice-looking at a date!"

"Correct!" the teacher barked, snapping the paper fan he was holding into his other hand. "Which is why it is perfectly acceptable to wear your favorite mustard yellow suit and tie to your two month anniversary date and not allow the woman you thought you loved to insult it! Boys, remember to wear your favorite suits regardless of public opinion! Girls, remember that men dress to impress and should not be mocked!"

Lelouch sweat-dropped before getting back into his seat. Guess his homeroom teachers' relationship crashed and burned spectacularly the previous night...

Eventually, the school day ended after a few more hours and Lelouch quickly got out of his seat and slipped out of the classroom, gently tugging on his collar before running out. He had always been in good shape for as long as he could remember, as he couldn't stand being still for too long.

He ran out to the front of the school and waited patiently until another joined him. A girl with honey yellow hair in curls, eyes of the same color and black tights and white heels with straps underneath the school uniform. She smiled kindly at him. "Konichiwa, Lamperouge-kun."

"Hello Miss Tomoe," he returned with a smile.

Eventually, a girl with red hair and eyes and her hair tied back with a black ribbon, a girl with blue and eyes, and his cousin, a pink-haired girl with hair done up in pigtails by red ribbons and pink eyes, joined them as well.

"Yo!" Kyouko Sakura grinned.

"Hey!" Sayaka greeted.

"Hello everyone!" Madoka chirped.

"Good afternoon," Mami greeted them with a smile.

"Hey guys," Lelouch said with a smile before noticing one of their party was missing. "Where's Homura?" he asked Madoka.

"Hm, I think she's out sick today; I haven't seen her in class all morning," the pinkette replied.

"That's weird," Sayaka remarked before scowling. "Well, at least I don't have to deal with her today."

"Come on now," Mami said with a sad smile. "Can't you two get along?"

"Yeah; she's my friend!" Madoka added, gently fingering the pink ribbons holding her hair in pigtails.

"You think I haven't been trying?! But she's just-! Augh, I can't stand her!" Sayaka whined dramatically.

Lelouch stifled a grin but he couldn't help agreeing with the bluette; he was never comfortable around the girl and even worse, people kept assuming they were related and kept telling him to give her messages, especially the boys.

After their first day, Madoka told him of her, the ravenette who acted so strangely but had so much pain in her eyes, who gave her the ribbons she was wearing at the moment. He met her only a few times, but he could see that Madoka's description of her was spot on.

He couldn't help not liking her either.

"Hey, not to draw 'ttention away, but we're supposed t' be going off to fast food and generic desserts!" Kyouko announced irritably, her belly growling a second later to punctuate.

This got some laughter before the previous subject was dropped and the five started walking. The Mitakihara elementary school was also letting its' students out and as their company passed by, a little girl with long white hair with two bits of it in yellow scrunchies, orange eyes with a tint of yellow inside them, wearing a dress, ran over to them laughing.

"Hi everyone!" Nagisa Momoe cried out gleefully before running into Mami and Sayakas' arms as the two girls hugged her while Kyouko ruffled her hair affectionately.

Madoka and Lelouch smiled endearingly at the scene; Nagisa had been apart of their group for some time, ever since Mami had shielded the little girl from several heavy packages of cheese raining down on her. With that, their complete company went off to the mall and settled down in a small restaurant-cafe joint.

"Hello you all!" the older woman who ran the joint greeted their group. "The usual?"

"Yes ma'am," they all replied back respectfully.

Lelouch and Mami took black coffee and tea respectively with some strawberry cake between them, Madoka, Sayaka and Kyouko both got burgers with some fries with three things off coffee, and Nagisa was wolfing down a piece of cheesecake with a bowl of cheesecake ice cream.

"So, how was everyones' day today?" Mami asked their company.

"Mr. Mikados' date bombed and then he took out his insecurities on me," Lelouch deadpanned, though he couldn't keep the grin off his face as Kyouko and Sayaka both cracked up and Nagisa giggled.

"Saotome-sensei was in a really good mood today," Sayaka said after finished one of her fries. "She kept gushing about her boyfriends' star-like eyes and chocolate brown hair and his dreamy voice-"

"She woulda gone on further but one o' th' other teachers cut 'er off b'fore it got too saucy," Kyouko snickered before Sayaka gave the red-head a teasing look and muttered, "You'd like something like that, wouldn't you?"

"Hey, shut up!" the red-head barked, a blush on her face while Madoka gave a squicked out chuckle and Lelouch and Mami sweatdropped.

Nagisa meanwhile was thankfully oblivious and ignorant to and of the innuendo in the conversation as she finished her ice cream, though some was on her cheek. Lelouch and Mami both leaned down at the same time with their napkins ready to wipe her face before the ravenet let the blonde do it.

"Will you four be out again tonight?" Lelouch asked them.

"Yeah; the wraiths are getting stronger lately," Sayaka replied with a frown. "You guys saw the news didn't you?"

For a while now, even before Lelouch came to Japan, he had been hearing reports of the police finding withered up corpses or remains of humans. They had yet to figure out just what could have done this. The bodies were starting to pile up all around the world now.

"Promise that you guys'll be all right, okay?" Madoka asked with a pleading expression.

Sayaka gave Madoka reassuring smile before she ruffled the pinkettes' hair affectionately. "Don't worry; we'll be fine, I promise."

"Yeah!" Nagisa agreed with a grin. "We're all super strong so we can beat up those wraiths good!"

"I understand your feelings on our duties, but we're strong individually and especially when we work together; you needn't worry for our sakes; we'll return without fail," Mami said kindly, sparing Lelouch a reassuring smile that made his stomach flip-flop before he shyly and impulsively pressed a kiss on her cheek.

This action visibly surprised Mami, whose cheeks turned the same shade as Madokas' hair. Sayaka and the aforementioned pinkette smiled at the warm gesture while Nagisa was again engrossed in eating her piece of cheesecake.

"Hey, hey!" Kyouko gripped with her mouth full of cow meat and white flour product, obviously less than pleased at the gesture. "Leave the lovey-dovey shit for someplace not in front of me! You two might be a couple, but don't go flaunting it everywhere!"

"We're not flaunting anything..." Mami trailed off with a sweat-drop.

"Your jealousy is really unbecoming of you, Miss Sakura," Lelouch said with a little smirk before scooting closer to Mami, both of their faces becoming pink though Mamis' was becoming a few shade closer to bright red.

Kyouko's face turned the same shade as her hair as she barked, "Wh-who's jealous?! It's not like I like you or Mami like that!"

"Or are you irritated at having to call me 'brother-in-law'?"

"D'ya WANT me to kick yer ass, pretty boy?!" Kyouko yelled as she rushed at the ravenet, only for Sayaka and Madoka to restrain her.

"Thanks, but no," Lelouch got in the last laugh, smirking playfully at Kyoukos' indignant growl.

"Now now, can't we all play nice?" Mami asked, clearly amused.

"You shouldn't say those bad words, Kyouko-neechan," Nagisa told the red-haired girl sagely.

"Fu-!" Kyouko then proceeded to go on a winded rant while Madoka shielded Nagisas' ears and innocence from her tirade while Sayaka tried to hold the red-haired girl back from killing Lelouch. Said ravenet grinned before going back to his piece of cake, ignoring the other customers' stares. He really didn't care if anyone thought him odd for spending his time with other girls but he didn't find it odd in the least.

It was truly nice.

"The miasma is getting worse and worse lately, so we need to be careful," Mami told the two cousins.

"So you two should stay inside tonight, okay?" Sayaka told them both. "I don't want either of you getting hurt by those things."

"Okay."

Wraiths, or magical beasts, were creatures that could grow as tall as buildings, skin tight against their bones, and draped in cloaks. They were creatures that preyed on the curses of humanity; wrath, envy, lust, gluttony, greed, sloth, arrogance, despair and fear, all the while amplifying it with the miasma emitted from their corpse-like bodies to paralyze their victims and drain them of everything until they were a shriveled up corpse.

Four of the five girls in his present company were part of the ones who fought these monsters; Magical Girls. They were girls chosen specifically by, in no other terms to say it, a physical god-like being that was only known by as the Chaos of the Flame, to fight these creatures. Their souls were crystallized into soulgems to help them utilize magic (while also allowing them to be invulnerable unless said gems cracked), and they would be collected by a being referred to as the Law of the Cycle, though it was considerably less powerful than the Chaos of the Flame.

But in exchange for this, the girls who were chosen were promised and given the grace that no matter how long they lived, their lives would be free of any and all misfortune, as would anyone they choose to bestow protection onto, until the Law of Cycles came to collect them.

Nagisa had used hers on some of her school friends, and Mami.

Mami had used her own on her parents, Nagisa, and Lelouch.

Kyouko used it on her family, and Sayaka.

Sayaka had used hers on Kyouko, her childhood friend Kyousuke Kamijou, his girlfriend and friend of Sayaka and Madoka's, Hitomi Shizuki, and Madoka.

He still couldn't find it in himself to fully believe that the four girls who were laughing and joking with each other (Kyouko was currently trying to steal the piece of shrimp between Sayakas' chopsticks, their mouths barely an inch away from one another while Mami and Nagisa were giggling at the scene) would disappear from this earth.

Madoka curled up on the couch, a worried look on her face.

"Madoka, is there something the matter?" her father asked as he put away the last of the dinner dishes.

The pinkette shook her head. "It's nothing, Outou-san; I'm just a little sad is all."

"We can watch a movie in my room if we want," Lelouch suggested from where he was seated on an armchair. "That might get your mind off things."

"Ponyo!" Tatsuya cheered.

"It's a school night, so don't stay up too late, all right?" Madoka's father said with a smile. "Bedtime's at nine-thirty, got it?"

"Got it!" the three children chorused.

Lelouch sent Madoka a kind look. "They'll be okay; they always are."

Madoka said nothing but nodded, gripping her cousins' arm a bit tighter. They settled into Lelouchs' temporary room, said boy on the floor, Madoka resting on his bed and Tatsuya in her lap. The little boy had been in love with the Studio Ghibli film for quite some time now and constantly asked to watch it.

However, 9:30 rolled in before the movie was over, so Lelouch paused it, much to his little cousins' disappointment. "Don't worry; we'll finish the rest tomorrow, 'kay?"

"'kay!" Tatsuya said, his smile back in place as Madoka picked him up to carry to his room, sparing Lelouch one last look before saying, "Good night."

"Good night."

With that, the door closed. Lelouch changed out of his clothes and put on his pajamas before turning off the light and burrowing into his covers. However, sleep would not come, even as hours passed and when Lelouch looked over at his alarm clock, it read 1:29 in the morning. Even though Magical Girls didn't get injured the same way normal humans did, it didn't stop Lelouch or Madoka from worrying for their safety, as they were in life-or-death situations.

It made him feel so utterly helpless, that he could do nothing to help them or change their fate, that their lives weren't their to control, no matter the power or the grace they had been given. In due time, he would never see them again. Tears pricked at the ravenets' eyes at the thought.

...e...

"Huh?" Lelouch blinked back the wetness as he sat up. Was he hearing things? Maybe one of his relatives was up getting something to drink.

p...e...

Lelouch got up fully and slipped his feet into the slippers by his bed before opening his door and stepping into the hallway. "Hello?" he whispered, trying to keep his voice down.

Help... me...

Lelouch froze where he was. "Help me". He definitely heard that. He walked down the stairs, the voice still persisting in his head and beginning to grow a bit louder. He stole a glance outside and swallowed audibly. Going back up, Lelouch grabbed his backpack, housekey and the wooden bat that Sayaka had given to him to use if he was ever in danger before going outside.

The voice was steadily getting louder as he walked through the night, staying close to the street lights. Lelouch prayed that he wouldn't run into any wraiths or get caught in the miasma that night, his hands trembling as he gripped the bat tightly.

I'm here! Help me! the voice cried out, desperate and afraid.

Lelouchs' mouth wasn't working as he kept looking for whoever was calling out to him, before he heard a low moan behind him. His amethyst eyes widened in horror as he realized what was so close to him. He was about to break into a run only for someone to suddenly smack into him from behind, knocking them both to the ground.

"Ugh..."

The raven-haired boys' eyes widened as he realized who was on top of him. Lelouch pulled her off of him and sat up, gripping Madokas' forearms before hissing, "What're you doing out here?! You shouldn't be out here, not when they might find you!"

"But you heard him too!" she whispered, shivering all over. "The one calling for help!"

"The one-?"

That was when Lelouch noticed that he was sitting on something. It was a white... cat-ferret... thing, twitching on the ground, its' fur scraggly, its' body bone-thin and part of its' ears, tail and two of its' paws had been ripped off, leaving red gashes and flesh in their wake, blood streaming down from its' pink eyes. Madoka picked up the tiny creature carefully with a concerned look on her face.

Help me... the voice rasped, now as loud as if they were right in front of Lelouch-

- or if Madoka was holding them. "You were the one who was calling us, weren't you?"

Please, save me... SHE'S COMING! the last part was in a scream, so wrought with terror and pain that Lelouch and Madoka nearly reeled away from the creature.

That was when Lelouch realized that he couldn't see anything, fog had rolled in all around the three. Terror closed up Lelouchs' mouth as he realized that the danger he was so afraid of was all around him. Lelouch didn't dare look back, his eyes wide with fear as he gripped the baseball bat tightly and grabbed Madokas' upper arm in a death grip as he ran with all of his might while she clutched the creature to her with her free hand.

The fog, no, the miasma was thickening slowly but surely and the raven-haired boy was sure he was supposed to have run into something by now, but his visibility was little to nothing at this point. But as he tried to turn a corner to move in another direction, Madoka let a startled yelp and that was when he caught the glimpse of a skeletal-thin, cloak-clad, creature following them.

Wraith!

Lelouch turned to run in another direction only to see another wraith coming through the fog towards him. Lelouch backed away from them both and clutched Madoka to him tightly and held out his bat, his mind and body numb with fear and his hand shaking violently. The miasma was becoming thicker, almost to the point of choking him, or perhaps his fear had grown to such a point where Lelouch couldn't even breathe properly. His legs gave out beneath him and the boy fell onto the ground, shaking all over. Madoka knelt beside him, her eyes wide with fear and concern for his sake. The two wraiths towered over the three of them, their mouths gaping in bone-chilling groans and moans.

"N-no-!" Lelouch choked out, shaking his head frantically as he scooted away from them. Madoka was mute with fear, her fingers gripping the material of Lelouchs' pajamas tightly as tears brimmed in her eyes.

C-Contract-

Lelouch and Madoka stared down at the creature as it struggled to speak to them, raising its' head up to look at them both. M-make a contract with me-! You-you can have power- Power to save us-!

"What'll happen to me if I survive?!" Lelouch asked, his voice cracking as the wraiths came closer as they were now only a few meters away from him. "What do you want from me in return?!"

Please-please- keep me away from her, the creature rasped. That's all I ask- I beg of you- Please!

The raven-haired boy couldn't shake the deep foreboding in his gut but the wraiths were right on top of him now and they were reaching towards him. If they touched his or Madoka, they would drain them dry and leave their bodies to wither into dust-!

The fear became stronger along with a fierce protectiveness as he gripped Madoka closer to him and Lelouch nodded to the creature before added, "Don't you dare try any tricks or I'll give you to whoever's after you, and you give it only to me, understood?!"

I-I under-stand-

"Wait, I can fight too-!" Madoka protested but Lelouch gripped her shoulders.

"Don't even think about it," he growled fiercely. "I won't allow it!"

Madoka looked startled but nodded dumbly. At that, the creatures' antennas came up and before Lelouchs' eyes, they delved into his chest. Pain laced through his entire being and light flared before his eyes like a rainbow. Violet, dark blue, gold, white, red and green alike danced before his eyes and an object rose from his chest before him. The wraiths shied away from the light, hissing and groaning.

Your- your soulgem- take it- destiny-

Lelouch reached out and grasped it tightly in his hands. As he held it, he felt power flow through him like liquid fire, his vision becoming white and silence roared in his ears and mind. When his vision and hearing was back to normal, Lelouch became aware of the weight in his hands. He opened them up to see an-egg shaped gem with a mybrid of colors flashing within it, from violet to dark blue to gold to white to green to a cold red.

The wraiths had gotten back a few meters but began to shuffle back over to them. Amethyst eyes darted to and fro between them and the soulgem, apparently, in his hands. "How do I use this thing?!" he snapped at the creature.

Call it forth- The power- its' yours- it will come-

Lelouch grimaced at the cryptic wording but looked at the soulgem, concentrating with all his might. Whatever the hell is in this thing, whatever kind of power, come out and give me this "power", NOW!

"Geez, why're they so strong tonight?!" Kyouko gripped as she skewered the wraith she was fighting through the chest, black putrid dust bursting from the wound.

"Just keep on your toes!" Sayaka yelled as she dodged a wraiths' blow, its' pale fist smashing into the concrete and creating a sizable hole.

Nagisa took a deep breath and blew as hard as she could into her trumpet, sending out strong bubbles that smashed into the two wraiths infront of her and knocking them back and smashing them into the ground. Bigger bubbles could cause more damage, but smaller bubbles were faster and could also get inside the wraith and cause internal damage. Either one was good for fighting.

Mami remained silent as she twirled around and set her handgun to the wraiths' head before pulling the trigger, her ribbons dancing about to help her land gracefully on the ground. The wraiths were numerous that night and the miasma was so thick she could even feel it clogging her throat. Thankfully, the magic she had was enough to keep the miasma from having its' intended effect on her.

"It's like they keep multiplying every second!" Sayaka grimaced as she blocked a wraths' blow away and its' bony hand smashed into the concrete of the street.

Just then, Mami heard Kyouko let out a startled yelp. She turned to see a wraith had grabbed ahold of her spear and she couldn't wrench it free before another wraith grabbed her by the throat in a choking hold. Bits of rot appeared beneath the wraiths' hand on Kyoukos' flesh.

"Kyouko!" Sayaka shouted as she shot over to the three, executing the Five Lillians swiftly. The swords buried themselves into the wraith choking Kyouko. This allowed the red-haired girl to regrasp her spear tightly before shoving it up and through the wraiths' mouth before kicking back another one.

However, three more wraiths appeared behind Sayaka and jumped her. The bluette quickly wrapped herself within her white cape and it protected her from its' touch, but Sayaka could see the rot already forming on the cloth. "Damn..."

Nagisa struggled to catch her breath from blowing into her trumpet, her lungs heaving. But then, another wraith swooped at her and wrapped its' bony fingers around her waist before throwing her into the ground. The little girl smashed into the concrete, her spine fracturing on impact and blood rose in her throat and trickled down her chin. The rot at her waist barely missed her soulgem, which was pulsing with magic, trying to heal the damage.

Mamis' eyes were wide with horror as she shot her ribbons over to the scene and used them as a bridge. However, two more wraiths came from behind and clutched at the ribbons. They began to rot almost instantly, their miasma much stronger than usual and the bridge trembled violently beneath Mami and sent her falling to the ground. She managed to land on her feet only for another wraith to try to grab her.

Mami tried to pull out a shotgun only for the wrath to grab at her hands to prevent the ribbons from forming and even tangled them both together. Mami shivered in disgust as she tried to get free and bring out another gun, feeling her skin start with wither beneath the creature' touch. The miasma was even thicker than before and not even her magic could keep it from affecting her.

This can't be- Mami thought, her mind becoming cloudy with fear, this can't be the end!

"What...? What the hell is this shit?!"

The blonde stared in shock at the voice, piercing through the fear and pain. It couldn't be. It absolutely couldn't be. She told him to stay inside, she told him to stay safe and to leave the wraiths to them!

This seemed to distract the wraith for a few seconds and Mami leaped upwards and kicked it in the torso, making it groan. A spot of rot appeared on her boots' heel; the only items that wouldn't rot on impact against the wraith were their weapons, after all. The wraiths surrounding Sayaka were suddenly in pieces from Kyoukos' Latticework Barrier, the red chains ripping them to pieces. Sayakas' cape had been rotted through in some places and some of the skin on her arms and legs had bone showing. Barely wasting any time, Sayaka shot over to Nagisas' side, smashing the wraith above her backwards as Kyouko covered for her. Circles of music notes skittered across both Sayaka and Nagisas' wounds, repairing the skin and muscle before she gave Kyouko a smile which the red-haired girl returned. The three of them then shot over to Mamis' side from where three other wraiths came over to her, the four girls standing back-to-back as they faced the on-coming wraiths.

"There's twenty of them now," Mami grimaced as she clutched her gun tightly.

"Looks like we'll have a long night ahead of us then," Kyouko muttered, a wry grin/ grimace on her face.

"We can take 'em, no problem," Sayaka said determinedly, though she still looked a bit scared.

"Let's kick their butts!" Nagisa exclaimed determindly, clutching her trumpet.

With that, the four girls readied themselves as the wraiths came closer, ready to take them down and possibly go down dying. But a second later, eight of them let out screeches as something red slashed them to pieces. Kyouko, Sayaka, Nagisa and Mami stared dumbfounded as the wraiths writhed on the ground before their bodies disintegrated into black dust.

Much of the miasma was dissipating thanks to the chunk of wraiths that had been taken out, along with the fear that was narrowing the girls' minds and keeping them from thinking properly Kyouko used her Latticework Barrier again to trap five of the wraiths and Sayaka sent the Five Lillians after them through the gaps of the barrier. Mami sent her ribbons out as a net and wrapped up the wraiths before bringing out her railgun.

"Tiro- FINALE!" she shouted out as a burst of yellow light, fire and gunpowder smashed into the wraiths and set them aflame.

"We did it-!" Nagisa exclaimed with a happy, open-mouth smile.

"Aw yeah, we did it!" Sayaka cheered.

"Hells yes!" Kyouko grinned before she and bluette shared a brofist.

Mami smiled with relief and wiped a bit of sweat off of her brow. They had managed to survive another fight and the night was slowly ending as she could see the first sign of the sun in the east. "Let's get back home now-"

Suddenly, she heard bony hands wrap around her neck and yank the blonde off her feet. Her eyes widened as the wraith opened its' mouth as if to bite down on her, the blackness of its' mouth endless. Before Mami could even think of summoning her muskets, the wraith paused and a seam appeared right down the middle of its' body and it split apart. She landed back onto her feet despite her surprise as she saw a giant figure dissipate in the fog before she saw two more figures running towards them, soon revealed to be Lelouch and Madoka wearing their pajamas, the latter clutching a creature to her.

"Lelouch-!" Kyouko stared in disbelief at him.

"Madoka, are you okay?!" Sayaka shouted to the pinkette.

"We're fine, Sayaka-chan!" Madoka called back to her.

Mamis' honey-yellow eyes were wide as she gazed at the boy and girl before her. "Lamperouge-kun, Kaname-san, what on earth are the two of you doing out here?!"

"It was because of him," Madoka said, holding the white creature out for the others to see. "He was calling for help."

Kyouko stared at the cat-ferret thing suspiciously and poked its' ragged ear with the tip of her spear wearily. "Hrm... just what the hell IS this thing? Some kinda alien or somethin'?"

"Kyubey," Madoka said softly, her expression distant. "That's his name; Kyubey- it's short for Incubator."

Mami and Sayaka looked surprised at that. "How do you know that?" the bluette asked.

"He told us," Lelouch explained before reaching out to Madoka. "Now give him to me, Madoka- okay?"

The pinkette grimaced but nodded before giving Kyubey to Lelouch, who cradled him carefully. He turned to the four other girls. "Everyone, I need you to listen to me closely. I know this is going to surprise you, but I need you all to hear what I have to say..."

"Not yet."

"Not yet."

Homura looked out from where she had knocked over the white chair. Incubator had disappeared from her sight. Such a feat shouldn't have been possible, not with her level of power, yet she couldn't see him any longer.

Lelouch swallowed back the lump his throat as the four girls looked back at him and he said, "I'd like to have a little history lesson. Fifty years ago, Japan had been renamed Area 11 by the now defunct Britannian Empire now known as the United States of America."

"Hey I remember that!" Sayaka said, pumping her fist into her palm. "Britannia tried to conquer the world but then Zero the Revolutionist beat them up!"

"But he was only able to bring an end to Britannias' stagnated ways and pave the way for Prime minister Nunnally vi Britannia after killing the 99th emperor-" Mami began before her eyes widened as light flickered in them. It also flickered inside Nagisa, Sayaka and Kyoukos' eyes and they looked at the boy before them in a very new light.

Sayaka and Kyouko quickly set their respective blades against his throat, Nagisa gripped Mamis' arm as she trembled with fear while said blonde was frozen where she stood. "You- you-!"

"That's right," Lelouch said in a low voice. "I've regained my true memories. In my previous life, I was Lelouch vi Britannia."

"I just thought his parents hated him; now yer saying he's the genuine thing?!' Kyouko spat, her spear drawing blood from Lelouchs' skin, the red liquid sliding down to his collar and staining the cloth. "The guy who took over the world, for kicks?!"

"That can't be-!" Mami choked out, not daring to believe it, even though there could be no difference between the Lelouch before her and the Lelouch she saw on the tapes and in the history books, other than their ages.

"Wait a second!" Sayaka exclaimed in confusion. "How could no one have noticed this, especially us when we've been hanging out all of this month?!"

"I'm sorry for having to tell you this," Lelouch said with a solemn and remorseful tone, "but this was necessary for the end, as well as the information I give you now. I only came to this knowledge a while ago, when I made a contract with Kyubey to become a Puer Magi, a Magical Boy."

"You WHAT?!" Nagisa exclaimed before she pushed the still frozen Mami back protectively as she clutched her trumpet to her mouth.

"All th' more reason t' kick your ass before you fuck up the world again!" Kyouko barked.

"Wait, please!" Lelouch cried out, holding his hands up. "I'm begging you to let me explain myself! I'm not here to fuck the world- I mean, I'm not here to cause trouble, I'm here because I was requested to be sent here!"

"Was..."

Mami had regained her voice, her tone laced with upset, confusion and horror as her hands gripped her forearms tightly."Was everything a lie, this past month?"

Pain laced onto Lelouchs' face and he moved to go to her side, but Nagisa glared at him angrily and he stopped, his hands falling back to his side to clench into fists. Kyoukos' scowl became almost feral and she jabbed her spear back, ready to smash the point into Lelouchs' throat-

"Wait, please!" Madoka cried out, running between the blue and red Magical girls and Lelouch. "We have to hear him out, please!"

"Madoka, this guy is total scum!" Sayaka snapped incredulously. "He's doing the same thing he did before; acting like he's totally guileless before swooping in for the kill! We can't trust him!"

Wait- please- he speaks the truth-

Sayaka, Kyouko, Nagisa and Mami stiffened at the voice inside their heads before realizing that the white creature was talking. Kyubey raised its' head weakly, its' remaining red-pink eye fluttering a bit before it hardened. He has-no ill intent to anyone-if anything, he's come to this world to save it-from the Chaos of the Flame!

"Wait, whaddya mean 'save it from the Chaos of the Flame?!' An' how d'ya know he's telling the truth in the first place?!" Kyouko barked before her eyes narrowed. "An' how do we know yer not working with that guy?"

"He's not!" Madoka cried out determinedly. "I know he's not! It's true; Lelouch did use to be Lelouch vi Britannia, but he only found out about it a little while ago when he made a contract with Kyubey and became a Magical Boy! He was never lying to any of us out of maliciousness! He just said he got back his memories a while ago, and I was there!"

The scream that ripped out of her cousins' voice was almost bestial and Madoka shied away from him at first before the boy collapsed further onto the ground, clutching at his head. The wraiths halted their advance towards the three of them, their mouths gaping as they suckled on her cousins' torrid emotions.

"Lelouch, what's the matter?!" she cried out concerned, gripping his shoulders.

As the pinkette looked at him closely, Madoka was startled by the tears running down his face, the anguished and horrified expression on his face. "No- please no-" he pleaded brokenly. "This can't be- I can't be-"

Madoka looked between him and the white creature before crying out, "What did you do to him?!"

I- did nothing, the creature got out. I don't know- why he's acting like this. It never happened before- with the ones I contracted before.

Madoka stared confused. "What do you-?"

However, she wasn't allowed to finish as the wraiths began to move forward to them, having gotten whatever they could from hr cousins' anguish. Indignant anger and determination flared inside Madoka, she almost wanted to make them pay for what they had done-

"No."

Lelouch rose to his feet, his fists clenched. As quickly as his anguish had come, it had halted just as fast it had seemed. Tears still ran from his eyes but now there was realization, revelation and focus etched on his face.

As she met his amethyst gaze, something clicked within Madokas' head. She recognized her cousin, not from the scant photographs of her American relatives but from the history books and documentaries in her history classes.

"Madoka," he said in a stern voice, snapping the pinkette out of her thoughts. "There are so many things you need to know, but right now I have to fight."

At that, he held out a multiple-colored soulgem and light flashed before her eyes...

"When the light went away the wraiths were dead and he was still by my side. And he already willingly lifted the magic that stopped you from recognizing him, just like he did or me!" Madoka went on, silently begging them to understand.

At that, Madoka turned to Mami with a pleading expression. "I saw the truth of it in his eyes and in his anguish when he got his memories back; you have to believe me when I say that Lelouch would never trick anyone like that, not even when he was Lelouch vi Britannia!"

Mami flinched visibly at this but kept her gaze from meeting Lelouchs' , her expression still upset but more conflicted now. Kyouko grimaced at that realizing that just a few hours ago she had been with the boy before her like it was nothing. Nagisa gripped Mamis' arm tightly in her grip.

"Hey..."

Sayaka looked at Lelouch with an unreadable expression as she said, "is it just me, or does this guy remind me too much of her?"

Lelouch blinked before giving a frown. "Homura and I-"

"Not that," the bluette cut him off, also frowning. "I don't like her all that much, but at the same time, I could tell she was tired and hurt. It made me feel guilty for feeling the way I do about her but at the same time I knew that my feelings were justified. That's just what's happening here too."

"Sayaka-?!" Kyouko said in disbelief.

"Your eyes are so full of sadness, regret, guilt and self-loathing," Sayaka continued, her expression softening as she gazed at the ravenet. "You still killed people but even so... just a few hours ago, we were all laughing and joking and having fun together, just like this entire past month. I don't know what to believe right now..."

"I know what you mean; I wish this couldn't have happened, I wish we could have just kept on living like this," Lelouch said with a saddened grimace before his expression hardened. "But if we were to keep doing that, then we'd never escape the confines of this prison!"

"'Prison'?" Mami said in a confused voice. "What do you mean?"

"Before I answer that, I need to continue," Lelouch said. "The reason for Zeros' miracles was owed to a power he gained called Geass; it is similar to the contract I made with this creature to gain power and what Magical Girls did before the system was changed. It gave him the power to extend control over a humans' mind and order them to carry out whatever order he pleased."

"Wait, what do you mean 'before the system changed'?" Mami asked.

"Before the Chaos of Flame and Law of the Cycle came into being, Magical Girls' soulgems would become completely tainted without reprieve and they would become twisted creatures called witches after the gems shattered, the remains of their souls transforming into objects called Grief Seeds. The Incubators, Kyubeys' race, allowed this because of the energy given off by the massive fluctuation between hope and despair that the girls experienced in order to harvest it to stave of entropy and prolong our universe' life."

"But that was changed when a girl wished that she could erase every witch in existence, from every corner of every universe that has ever been or will be, from the past, present and future, with her own two hands. Such a wish broke the fabric of karmic destiny, or the power that gave Magical Girls their wish in exchange for battling these witches, and rewrote the existence of millions upon billions of universes. The girls' own existence ceased to have beginning or an end, recreating her as a concept that existed sorely to destroy witches and to bear the despair of Magical Girls everywhere."

"That was how the Law of the Cycle came to be."

Nagisa, Sayaka and Kyouko looked surprised at this while Mami remained silent and Madokas' expression was shadowed.

"The universe was rewritten according to the Law of the Cycles' wish and witches ceased to exist. A Magical Girls' soulgem disappeared from the world, purified by Her hands. However, humanitys' curses would soon return in the form of the wraith and the Magical Girls would continue to fight. But everything changed when the sole Magical Girl who knew of the Law of the Cycle before she had become a concept, told the Incubators of witches and how they used to exist. The Incubators saw this as an opportunity to use the girls' soulgem and push it to its' very limit in order to lure out the Law of the Cycle, submit her to their whims and remake the original system."

"Luckily, four Magical Girls, along with an amnesic Law of the Cycle rescued the girl and thwarted the Incubators' attempt to observe Her. They brought the girl out of the confines of the Incubators' whims and by that time, her soulgem was on the verge of cracking apart. The Law of the Cycle at this point was now free to come bring the girl with Her, as Her memories had been returned by two of the four Magical Girls, Her personal secretaries so to speak."

"However, the girl had other plans. Sometime, somewhere inside the confines of her mind where the Incubators had trapped her, the girl changed. She stopped the Law of the Cycle from purifying her soulgem and ripped the human girl out from the Entity half of the Law of the Cycle. All because of the love she held for the girl who was her dearest friend, the love that one human can have for another human on such a magnitude, that it engulfed thousands of universes, all for the sake of the wish to be strong enough to protect her."

"That was how the Chaos of the Flame came to be."

The five girls remained silent before Kyouko finally asked, "So ya know how those two exist, but what I don't get is how ya know all of this?"

"That's where the rest of the story from before comes in," Lelouch said. "Like I explained earlier, Zero had a power called geass that manifested differently in each person; his was to control minds. This reflected on how he had little to no control in his life and how he had been manipulated before. He used that power to fight against Britannia and eventually, to make it bend beneath his heel."

"Wait a minute."

Sayakas' eyes were wide with revelation as they turned to her. "One of the lessons talked about how Lelouch vi Britannia claimed to be Zero until he appeared and killed him. Are you saying...?"

"The greatest asset of Zero is his mask," Lelouch said. "With it, anyone can bear his title... even the Knight of Zero, Suzaku Kururugi."

"You mean that Le- you were Zero th' whole time, and the traitor Kururugi's th' Zero right now?!" Kyouko shouted in disbelief. "But then- yer the one wh'- I mean- WHAT THE FUCK?! WHAT THE ACTUAL FUCK?!"

"I was naive; I believed that my death would be enough to eradicate the hatred in the world because it would become focused on me and me alone," Lelouch said with a pained expression. "I did whatever necessary to drag my name through mud and blood so my atrocities would be enough to carve into history for the rest of time."

This brought on a shocked and awed silence from the five girls; they had been taught, even little Nagisa, that Lelouch vi Britannia held the most iron-fisted, blood-stained and terrifying rule in the world. He had committed and ordered atrocities unspeakable in even the vaguest of terms. But to find out that he did all of that just to make himself as hatable as possible to save the world.

"Those who receive the power of geass are taken to the World of C, the planet Earths' collective Conscience, after death," Lelouch finished. "I was apart of it... until what should have been one month, but was in actuality the 97th time loop that has been executed since March 16th and rewinds every May 1st. After the Chaos of the Flame came to existence, the World of C knew that they couldn't let those two girls continue on and sent me to put a stop to it. In other words, I'm here to destroy the Chaos of the Flames' influence."

The five girls stared dumbfounded before Mami got out, "Do you even realize what you're saying? You're talking of defeating, in no other words, a physical god! How can you possibly-?!"

"That's why I was sent here, as Madoka Kanames' cousin," Lelouch said gently. "I know that you'll definitely think me crazy after this if you haven't already though..."

It was the lunch break, with the students spending their time in leisure. But there was a tension in the air that was all but tangible. Once again, the four girls and single boy were on the rooftops with their bentos forgotten by their side. In Lelouchs' lap was Kyubey, still injured and quivering all over in fear. Nagisa stood by Mamis' side, her own lunchbreak allowing her time to be there.

Please don't this, I'm begging you- Kyubey pleaded weakly. I gave you power- But you go against-

"Stop talking," the ravenet said sternly, setting a firm hand on its' back. "This must happen."

"Lelouch..." Madoka said in apprehension, but he set a hand on her shoulder. "Trust me, please."

Just then, Sayaka tensed and stood by Madokas' side, her fists clenched. Kyouko stood up as well by her, setting a hand on the pinkettes' shoulder to keep her behind them and sitting down. Mami looked forward as well, her posture prim and poised as always.

A girl with long black hair, exhausted violet eyes and a rather unsettling smile on her face walked out onto the rooftop, her hand running through her hair and giving it a flip as she came beneath the light of the midday sun. Kyubey quivered even more and several pitiful whimpers came from it and echoed inside their minds.

"I see you found what I was looking for," Homura Akemi said nonchalantly. "I'll have to ask you to hand that over to me."

"Sorry, but I can't agree to that, Miss Akemi," Lelouch said as he stood up.

Homuras' smile twitched a little and the ravenet could feel the air becoming heavier. The girl sighed as she set down the glass of iced tea onto the table, the lavender liquid bubbling like boiling water. "Perhaps I wasn't clear, Lamperouge-kun; I should have said that I would take it back regardless of your feelings."

"Homura-chan," Madoka said in a small voice, "is what he told us earlier true? About what you did...?"

She didn't reply, but the drink had abruptly froze like ice, the bubbles from the previous temperature suspended in the air as if they were underwater.

"... sorry about this, Madoka."

At that, Homura extended her hand out. Several children appeared, though these childrens' skin was paper white, their eyes a chilling blue and their mouths drawn in a grin that stretched over their faces and in their hands were long spears and glaives. They rushed at Lelouch with the blades facing him with relish.

"Ah!" Madoka cried out, reaching towards Lelouch futilely.

"Hey!" Kyouko barked as she, Sayaka, Nagisa and Mami transformed to aid the boy, only for a giant red blur to swoop in front of Lelouch and rip the children to shreds with its' claws.

It was a giant red figure, much like a robot, with a white face and green eyes, pink/ lavender transparent wings with four giant triangular feathers on each one, its' right hand much longer than its' left with gleaming silver claws. Homuras' eyes narrowed before she pointed forward and two tin-like soldiers with giant heads and spears appeared and charged towards him. Sayaka and Kyouko started to move again but the red robot shot towards them first and repeated its' performance before shooting in front of Homura and setting its' silver claws against her throat.

"I will not be subject to anyone against my will ever again," Lelouch proclaimed, his voice far more authoritative and stronger than before, the voice of a king. "I've had enough of watching you keep so many other worlds stagnated for your own selfishness; that's what Britannia was promoting through their conquest of the world!"

Homura scowled in a rather ugly manner and Madoka shivered at the expression. Sayaka, Kyouko and Nagisa meanwhile were in awe at the tone and expression of Lelouchs' face and Mami could feel her stomach flutter rather violently, albeit not unpleasantly; the sheer force and determination in his voice and on his face were incredible.

"Now, if you'll allow me, I'd prefer to keep the fighting to a minimum," Lelouch said as he set his hand on Kyubeys' head to keep him from wriggling away and out of his arms. Homura looked like she wanted to rip Lelouch apart. The liquid was beginning to boil again, the bubbles of red the size of apples. The sky was becoming a sickly lavender color, the clouds now coal black.

"Miss Akemi," Lelouch said in an authoritative tone,"I come from the World of C to resolve the issue of that being you trapping our world and several billions of others in a stagnated world. You knew this day would come; where your barrier would be ripped to pieces and the stagnation you so desperately cling to will slip through your fingers like smoke."

Homuras' eyes narrowed before she noticed the anticipated expressions on the five girls before her, including Madokas'. Her eyes widened as she stared at Lelouch. "That's right; they already know, Homura. I told them everything."

A low growl came from Homura and the iced tea turned a sickly red color and now held a gel-like consistency not unlike that of blood. Sayaka and Kyouko stood back to back, gripping their weapons tightly while Mami and Nagisa stood in front of Madoka protectively. Lelouch didn't even bat an eyelash as she appeared right in front of him and backhanded the ravenet across the face hard enough to send him sprawling across the ground and smash into the fence. It rattled violently, nearly ripping a hole in the metal as Lelouch slumped to the floor on his side.

Nagisa, Sayaka and Kyouko both let out startled exclamations, Lelouchs' name came out of Madokas' mouth in an upset voice and Mami shot over tot his side and propped him up, her expression wrought with worry before Lelouchs' hand came up shakily and gripped her own as he sat up. "I'm okay, really."

He got to his feet quickly and faced Homura again, undeterred. "Tell me something; what were you planning to do after you defeated Walpurgisnacht? Were you content to die and leave your friend all alone? Would you have made her grieve over your eventual death or transformation into a witch? Or is it possible you never thought of the possibility that your witch form would kill her?"

Homura closed the distance between them ans raised her fist to smash it into Lelouchs' head. However, Madoka had shot up and stepped in front of the ravenet, shilding him from the blow and Homura could only watch in horror as her power hit Madoka, having too much momentum to stop. Blood trickled down the pinkettes' head from the impact.

The ravenettes' eyes widened with horror at the injury she had accidentally inflicted. If the situation hadn't been so serious and if the players more lighthearted, Lelouch would have found the situation amusing. "Oh no- Madoka, I didn't mean- You weren't supposed to-" Homura stammered helplessly as Madoka turned to face her, crimson trickling down a thin trail from the left side of her forehead down by her nose and dripped from her chin, a single drop staining her uniform.

Her eyes flickered gold.

Homuras' eyes widened even further and she reached out to Madoka, desperate to keep her friend from regaining her memories. However, Lelouch gripped her wrists and pushed her back. A hideous snarl crossed Homuras' face as she struggled to remove herself from Lelouchs' grip and Kyubey shivered violently.

"Protect Madoka and Kyubey!" Lelouch shouted to Mami, Sayaka, Kyouko, Nagisa and the red robot. "She's on the verge of remembering and once she does, there won't be anything to stop her from reclaiming her power! If Kyubey dies here, then they'll be no one left to stave off entropy!"

"I WON'T LET YOU!" Homura- Chaos of the Flame-screamed in rage and anguish.

The ground shook beneath their feet and giant versions of the tin-soldiers- Familiars, Lotte- appeared outside of the school, along with swarms of teeth-Familiars, Lilia- with some shadow-y figures riding them- Familiars, Luiselotte- and giant black birds- Familars, Liese- along with the same children from before- Familars, Clara dolls, Pride, Pessimism, Liar, Coldheartedness, Selfishness, Slander, Blockhead, Jealousy, Laziness, Vanity, Cowardice, Stupid-Looking, Inferiority, and Stubbornness.

Madokas' eyes widened in horror as her friends shot forward into battle. Sayaka and Kyouko fought the Lottes and Luiselottes while Mami and Nagisa shot at the Lilia and Luise. Madoka was then scooped up by the red robot as its' wings flapped and they took to the sky uniterupted in the chaos.

Lelouch meanwhile was still gripping Homuras' wrists but he was being overpowered rather quickly and Homura raised him off the ground by his throat by a few feet. Her school uniform had dissolved and in its' place was a black dress with the torso split down the middle and the back of the gown was much longer than the front which was barely above her thighs, diamond-tights clad legs, stiletto heels, black opera gloves and wine-red ribbon tied to the left side of her head and her eyes were now a poisonous red-violet.

"No-!" Madoka cried out as Homura threw Lelouch harshly to the ground.

However, her cousin- Lelouch vi Britannia, agent of Cs' World- easily floated back down similarly to how Mami, Nagisa, Kyouko and Sayaka would from great heights, even when they weren't in their Magical Girl forms. Then, Madoka saw something float down by her. She reached out and caught the object, revealing to be a white feather with cold red energy buzzing around it. Then, more and more fell and light sprang up from where Lelouch had fallen, cold red everywhere like snow.

The raven-haired boy now wore an indigo-violet button-up uniform jacket with the hems of the sleeve hemmed in gold, black gloves, a white cravat tied around his neck, a long black elegant cloak hanging from his shoulders, white pants, black knee-high boots with gold trimming, and a white beret with the lip trimmed green. In his right hand he held a sword with a golden-brown hilt and a green sheen to a white blade. In his left, he held a green shield with gold trim around the circular edge. Beneath his bangs was a small, cold red jewel in the middle of his forehead that was shaped as a bird in flight.

"Do you really think you stand a chance against me?" Homura asked in a low voice, her unsettling smile back on her face.

"We'll see soon enough," Lelouch said back, a smirk not unlike Lelouch vi Britannias' on his face.

The two shot forward, Lelouchs' sword connecting with Homuras' arm. But it didn't cut, as if it had been blocked by steel as well and Homura held her FN Minimi in her hands now. "It's been some time since I've used these guns..."

Bullets fired rapidly, far quicker and for more violently than a normal gun but Lelouch blocked or sliced apart every single bullet with such practiced ease, it had been as if he had done it his entire life. The ravenettes' eyes narrowed.

"So that month of kendo class really did come in handy after all," Lelouch said in a soft voice. "I always wondered what I was thinking, signing up for it."

At that, Lelouch shot forward and swung his sword at Homuras' black wings but she flew out of his reach and fired on him again. Lelouch was about to land another blow at her when he heard a whizzing behind him. He quickly shot out of the way as the bullets he had blocked back shooting back to him again.

He sliced them to dust before Homura was right in front of him, pressing her IMI Desert Eagle to his soulgem. He quickly kicked out, his foot connecting with Homuras' stomach before he twisted his torso backwards to avoid the bullet before swinging his sword at her ear, barely missing the soulgem jewelry.

Meanwhile down below, Mami kept firing her muskets off swiftly before sometimes switching to her shot and handguns for the opponents that got too close to her. Nagisa hardly ever strayed more than a few meters from her side, blowing into the trumpet and bringing out different bubbles every few seconds.

Sayaka and Kyouko weren't faring as well as the others. Both of their styles required them to be constantly moving, their spear and swords slashing and hacking and jabbing and blocking, and it was taking more out of them, especially with the number of opponents and the intensity of their attacks, reflecting on the state of their master.

Madoka could only watch as the fight went on, hugging Kyubey to her. She was struggling so hard to focus on the memories her mind was on the verge of recalling but watching her friends fight and two with one another, wasn't helping her at all. She was so close, so close. Ever since that time when she met Homura, she had had such a strange feeling. She was back in her own country after three years so of course it would feel strange- but the reason for that had been because of her.

Madoka had changed and not just because of the three years studying abroad. Always, the feeling she should have been in a different place(s), had a different form, and had a different purpose. She shouldn't be this weak, she shouldn't be in this situation at all!

Is what Lelouch said about me really true? Am I really the Law of the Cycle?

"Madoka!" the ravenet shouted up to her from where he staved off another of Homuras' assaults. "Renew the contract with Kyub-"

Homura smashed her rifler into Lelouchs' face knocking him down a few meters as she shouted to Madoka frantically, "Don't listen to him! If you do that, then you'll die!"

Lelouch forced Homura back with his shield and shouted up to her, "Madoka, Homuras' system can't work! The Incubators don't have enough power to stave off entropy, especially when Homura's been enslaving them so harshly!"

"They're strong enough!" Homura retorted, firing off from her Howa Type 89 assault rifle, some of the bullets hitting Lelouchs' arm and shoulder.

"Madoka, I've seen the affects of entropy with my own eyes!" Lelouch cried out frantically. "I've already seen universes burned away, millions of beings dying because of this girls' selfishness!"

"SHUT UP!" Homura screamed, appearing in front of Lelouch again and backhanding him across the face, sending him into a building.

Lelouch tried to get up, only for Homura to jam her heel into his wound harshly. He gave a sharp shout of pain and Madoka flinched from where she knelt.

"Madoka- do you care about this world?" he got out as Homura squeezed his forehead harshly. "Do you care what happens to it and all others?"

Homura's eyes blazed with rage and her grip became so strong, Lelouch felt his skull begin to crack apart and his skin broke beneath her fingers, blood running down his cheeks, nose and head. His soulgem wouldn't last much longer, he was diverting whatever magic necessary to protect it.

"I... I do care for it. Homura-chan, you knew that but you still did this?"

The battle froze. The familiars, the Magical Girls fighting, all but Homura and Madoka still moved, his expression of defiant determination still etched on his face. Homura looked at her friend helplessly, her grip lessening. "Madoka-"

"Homura-chan, the reason I chose that was because in the end, we all have to die someday," the pinkette said gently. "That's why I- I wanted you to move on from before. I wanted you to find happiness that wasn't just connected to a single person or thing."

The ravenettes' eyes widened. "No... please, no-!"

Madokas' eyes remained gold and she rose into the air, stars swirling around her. Homura gave a horrified cry as she tried to fly to Madoka, to bring her back like before, but Lelouch clutched her from behind, wrapping his arms around her waist. "I won't let you..."

It was then the two of them stood in space, no longer in their magical girl outfits, or anything for that matter, Lelouchs' grip disappearing from Homuras' wrist. Madoka faced Homura with a stern but kind expression. The Chaos of the Flame wilted a bit but still held her ground.

"Homura-chan, I understand why you want to do this," Madoka said gently. "Your wish to become strong enough to protect me-"

"It was never granted," she whispered, tears pooling in Homura's eyes. "No matter what I did, I could never save you, I could never protect you! It was only when I became this that I was able to finally realize my wish! It was only when I was able to be stronger than you that I could protect you from everything!"

"Homura-chan, no," the pinkette said gently, shaking her head. "Even if you did protect me, I would still die someday, you know that. The reason life is precious is because it has to end someday; that's why you wanted to save me so much. But you don't know what's best for everyone, Homura-chan. I told that before, I had seen every universe that has been, is and will be. I know so much more than you can imagine and I also know that your wish had been fulfilled already."

"Wha-?!"

"The final timeline you partook in, Homura-chan; you protected me so much, when all I did was cry over and over again and cursed my uselessness. But it was seeing you, seeing everyone fight for their individual wishes, seeing how sad the Magical Girls all were and would be, that I could make that wish. Don't you see? Your wish, to be strong enough to protect me, has already been fulfilled. There was nothing left for you to do."

"But that's not enough!" Homura cried out, the tears spilling. "I can't imagine a world without you, Madoka! I can't live without you by my side! I-I-"

At that, she buried her face into her hands. "I love you so much, I can't stand it. When I first began to go back, it was because you were the first person to care for me in such a way, until my feelings became more and more intense and now-"

Madoka gently folded her dear friend, her Homura, into her embrace. "I've never been cherished like that before I met you. I never imagined that someone could love me in such a powerful way. You've done so much just for my sake, but you need to stop."

She gently cupped the ravenettes' face kindly and touched their foreheads. "I want you to be happy, Homura-chan, because I love you. You said before that you had changed everything for the sake of that, but that wasn't really true. It's like Lelouch said, we both need to look beyond our desires. If everyone did what they pleased, then this world would become even more horrible."

"But it's- it's not fair..." Homura murmured, the fight draining out of her, her voice like a childs'. She was so tired; tired of fighting, tired of being lonely.

"I know. I know," Madoka whispered back, placing a kiss on her forehead.

One year later...

It was nearing evening. The sky was grey with clouds and a breeze rippled through the air. Three pairs of footsteps echoed in the space of the yard. Lelouch kept walking through the yard listlessly, the coffee joint woman by his side as he helped her along and Mami gripping his other hand.

They walked into the woods, careful not to trip over any stones or holes or roots, until they came to a clearing. A single shrine had been built with a statue of two girls holding hands as they stared out into the distance with three graves surrounding them.

"To think that you made it in such a short time," the woman remarked softly.

Lelouch nodded. "I've had a lot of downtime; the schoolwork is childs' play and I still have a few years until I can get a job."

The woman chuckled. "If you show a good work ethic, I'll consider hiring you."

The ravenet laughed at that before his expression turned somber. "To think that the World of C would give me a chance to actually live out a lifetime on this world. But the people that I had wanted to live with..."

Tears beaded Lelouchs' eyes as he ran his hand across each grave. Sayaka, Kyouko and Nagisa wre happy, he knew for they had joined the others in Madoka and Homura's Valhalla. Together, with them fighting together with the aid of the incubators, they would stave off entropy for trillions of years to come.

Sayaka and Homura had fallen to the last of the wraiths, dying with smiles on their faces. Nagisa contracted the illness that her mother before had recieved but her magic was too weak to heal it, and she died with Lelouch and Mami holding her hands. Ever since then, Mami had grown silent, walking about like she was in a shadow, following Lelouchs' lead like a lost puppy. No matter what he did, he couldn't make her speak.

"It'll be all right, dear," the woman said kindly, cupping the boys' face. "She'll come back to you in due time; I should know, I did."

A smile trembled on Lelouchs' lips. "Very funny, Kallen."

Zero and Q-1s' laughter echoed in the space, laughing and giggling and chuckling, like they hadn't experienced the horrors of war. They laughed with all of the innocence of children.

"Heh..."

Lelouchs' eyes widened as Mami let out a tiny sound, her lips in a smile. He squeezed her hand back tightly before pressing a kiss to her cheek. He could feel her cheek heat up beneath his lips for the first time in a month and he felt hope.

Okay, it's finally done! OBSERVER01, you have my sincerest apologies for how long this took; I apologize if it doesn't meet your standards...

Anyways, shit has gone down. I've graduated from high school, trying to start a savings account (another one), invest in stocks, and I start my job training on 6/27- meaning that up-dating is going to slow down. I'm making my normal updating schedule from 3-6 weeks to 4-9 weeks. I'm sorry, but it can't be helped.

I tried to change a bit of my writing style by trying to use Japaneses honorifics. If it's too confusing, let me know and I'll edit accordingly.

Meanwhile, so much shit hit the fan in chapter 58 of Attack on Titan; Jeans' dead hat shot, Levi being a badass, Rod Reiss hugging Historia-

And all I can focus on is Kaney Ackermans' entrance and "Guns Akimbo" pose. Seriously, those are some thighs...