Good day, folks! Eldest Tempest here, this time with a crossover fic, featuring Puella Magi Madoka Magica and Fate/Zero. I'm a big fan of both franchises, so I'm hoping that this fic proves to be an adequate story that successfully mixes both franchises. Please let me know if, at any point in the story, there is something that you feel needs fixing. I'm taking any and all criticism in the reviews, so feel free to post what you wish!

Prompt: This story was, in part, inspired by some discussions on a forum site known as SpaceBattles. While I didn't take part in them, seeing as they were a few years old, I noticed that the idea being discussed never actually made its way into prose form. Therefore, I have endeavored to make this idea a reality, and I sincerely hope it is a worthy adaptation of that idea.

As a fair warning, this story WILL contain massive spoilers for PMMM and F/Z. It is highly recommended you watch both shows, before you start reading this story.

In addition, if anybody is interested in becoming a betareader for this story, please feel free to send me a PM! I personally feel that I need some extra opinions on future story elements, as I am, admittedly, still a newbie. I have no issues with sending this to multiple betareaders, as I like to get several pieces of input to better judge how the chapter might be received.

It should also be noted that, at the time of publishing this, it's the birthday for both Madoka Kaname from PMMM and Waver Velvet from F/Z. What are the odds that I'd post a crossover for these two franchises on the same day as that, eh?

Now, I believe that was all that needed to be said in the introductory notes. Go forth, dear reader, and conquer!

Enjoy the story!

"The road that is built in hope is more pleasant to the traveler than the road built in despair, even though they both lead to the same destination." – Marion Zimmer Bradley

Despair.

It was a term Homura Akemi was all too familiar with, yet had only recently become acquainted with, as she darted from building to building in pursuit of the witch Walpurgisnacht.

If I let it get any further… she thought, as the familiars of Walpurgisnacht surrounded her, babbling in childish laughter, the shelter will be attacked. Whatever happens, I have to stop it right here!

Despair: that feeling of utter hopelessness. She had seen it engulf the denizens of this world countless times over. When a magical girl made her wish, her hope made her Soul Gem shine. However, hope would eventually succumb to despair, and the creation of a Grief Seed was all but inevitable. This was the fate of all magical girls. To toil for as long as humanly possible, until they could bear it no longer.

And bear it Homura had. She struggled throughout timelines without count, watching everyone she knew die or despair over and over again. All for the sake of a promise.

A promise made by her to Madoka Kaname.

Madoka. The name alone brought more connotations of grief to her than anything in the known universe.

Madoka. Her first, truest, and perhaps only real, friend. Never would she forget when Madoka Kaname saved her that day from the witch's labyrinth. Nor would she forget that it was for Madoka's sake that she had contracted with Kyubey.

But, most of all, Homura Akemi would never forget the day she made her promise.

A ruined city, similar to the one in the present timeline. Two friends lying together in the liquid depths of their own folly, their energy long since spent. One sacrificing her chance at continued humanity for the other. A tear-filled, heartbreaking request.

"Then would you… go back and save stupid me before I get tricked by Kyubey?" Madoka had asked.

"I swear it!" Homura had responded then. "I promise I'll save you! No matter how many times I have to go back and try! I swear, I will protect you!"

Then came the action that had changed Homura forever: she was forced to kill her best friend before she became a witch.

The eerie tranquility of that wasteland had shattered with the sound of a lone gunshot reverberating throughout the desolate ruins, followed by the broken sobs of the weapon's wielder.

The familiars surged forward, in an attempt to block off her advance towards the witch. Homura responded with a barrage of rifle fire, destroying two familiars in the process.

Fate, it seemed, had other ideas in store for them, contrary to her goals. No matter how many times she went back, no matter what she did, no matter what she changed, the end result was the same. Circumstances always resulted in Madoka becoming a magical girl, then subsequently dying or turning into a witch.

So, Homura set back the clock, determined to free both Madoka and herself from this cruel performance destiny was putting on, with them as the lead characters in this despicable tragedy. There had to be a way, something she had overlooked.

That was her motive to push onwards. It was what kept her alive. It was the only thing left to her. It was her forlorn hope.

And, ultimately, it was what proved to be her undoing.

"Say, Homura…" Kyubey had mused, back in Homura's residence. "Couldn't it be that Madoka has been made into such a powerful magical girl because you kept turning back time?"

How…? How had her constant efforts to save Madoka been rewarded with only amplifying the misfortune of the world?

It simply wasn't fair.

Too late, Homura snapped out of her train of thought as an immense skyscraper, flung by Walpurgisnacht and intent on impact, headed straight for her. Distantly, she recalled that this wasn't the first time that this had happened, occurring in a previous timeline where Madoka made the contract at the very last second. Homura decided not to make the same mistake again. She landed on a nearby rooftop, as she reached for her buckler, intending to stop time and skirt around the obstacle.

But nothing happened. She glanced down and noticed that the timepiece was entirely black. She was out of energy.

No…!

Now, of all times! Destiny, mocking her for daring to work against it, had concocted the same circumstances she had been planning to avoid. Homura returned her focus to the skyscraper, her eyes widening in shock an instant before the building struck her with full force. Her body tumbled through the roof, rubble flying all about her, until it finally came to a halt. The dust soon settled, and Homura assessed the damage.

The immediately obvious thing was that her right foot was trapped beneath a fallen stone and was essentially pulverized. Blood leaked out from underneath the object and spread as Homura tried to wrench her ensnared limb free.

It refused to budge.

Why…? she thought as blood started to trickle down her face.

Her adversary, Walpurgisnacht, mirthfully continued to cause mayhem and destruction, while it loitered about the city. Debris hovered around the amalgamation, as the surrounding buildings were devastated by its sheer presence.

Why?! No matter how many times I try… why can't I win?!

Homura's vision began to blur, and her eyelids slowly began to close, welcoming the blissful rest that unconsciousness would grant her…

Homura jolted back to reality, with a gasp of determination. No, she couldn't let it end here. She refused to let it happen like this. She had to try again… for Madoka's sake.

She propped herself up into a sitting position, reached for the buckler mounted on her arm and turned it, as she had done countless times before. The gears clicked into place, only awaiting the final confirmation for yet another voyage to the beginning of her agonizing perdition.

It was then that she suddenly stopped, struck with realization. Kyubey's words came crashing back to her once more, with a stronger force than Walpurgisnacht could ever hope to throw at her.

If I go back again… I'll only make Madoka's destiny worse…

She cast her gaze downwards, despondent, as the harsh reality of the situation bore down upon her.

Then in the end… Everything I've done…

And it was this realization that had taught her the true meaning of 'despair.'

Homura slumped back in defeat, as tears began to well in her eyes. Her Soul Gem, previously a clear purple, began to fill rapidly with the pitch-black darkness so commonly found within a Grief Seed. She could only watch, with her last thread of hope cut like the string of life by the Fates, her inevitable transformation into a witch. As Homura openly started sobbing, her tears flowed forth and dropped onto what would soon be the grave of her very soul.

Madoka…

If anything, she at least wanted her last thoughts to lie with the friend she would give her life to protect.

"Homura Akemi."

Homura was wrenched out of her state of utter anguish by the sound of a voice, which, by all rights, shouldn't be there. Tears still rolling down her cheeks, she scanned her surroundings, hoping to catch a glimpse of the voice's source.

Yet there was nothing to be seen.

"Homura Akemi," the voice repeated, seemingly coming from everywhere, and, paradoxically, nowhere simultaneously. "The nomad of multifarious timelines. The keeper of a seemingly impossible, futile promise. The soldier who fights doggedly on in an unbearable conflict."

Homura's eyes narrowed at the various descriptions of her struggles, stylishly narrated without a tinge of emotion. Spoken like an Incubator, yet the entity sounded nothing like Kyubey. It was then that she realized something.

The sounds of destruction had stopped.

She peered outside. Walpurgisnacht was suspended in mid-air, along with the swirling chaos of several structures surrounding it. That came as little surprise, however utterly no motion could be discerned from what could best be described as the Apocalypse come early. Perplexed, Homura glanced back down at her hand. Her Soul Gem was nearly at the breaking point, and still roiling with negative energy, yet further corruption had all but ceased, which struck her as an even stranger occurrence.

What…? How was that even possible?

"I wish to speak with you, Homura Akemi…" the voice explained. "Preferably without any obstacles that would disturb our discussion."

So, it was her, Homura reasoned. At least, she assumed the entity was female, judging by the tone of voice. "Who… are you?" she asked slowly.

"I am that which embodies the collective essence of humanity. Their instincts, their primal desires, their turbulent emotions. In simpler terms, I am what you would call the 'drive for survival.' Were I to be called by a name, however, I suppose 'Alaya' would be rather fitting."

Alaya. That was a name that Homura was unfamiliar with, yet as she mentally repeated it, the name radiated pure power. Evidently, this was not a being to be trifled with.

That brought her to the real question on her mind. "Why are you here?" Homura posed her question forthrightly, a stark contrast to the flowery language Alaya appeared to be fond of. She preferred to solve things directly, and a direct answer is what she now sought.

"Why, to make a proposition. A contract, if you will," Alaya answered.

Contract. Homura's mind instantly flashed to a certain white furball, calmly sitting in the flooded ruins of Mitakihara City, while Homura wept over the lifeless body of her friend. Alaya claimed to be the personification of human instinct. Every single fiber that made up Homura's instincts told her to immediately turn the cosmic entity down on that offer.

And yet, her curiosity was piqued.

"Explain," she said simply. She was entirely suspicious of this sudden proffer of assistance, but considering that the alternative was her becoming a witch, thus further endangering Madoka's safety, she was at least somewhat intrigued.

"There is little that requires an explanation. My offer is simple." Alaya was silent for a few moments, as though considering how to phrase Her next few words. "I offer you the ability to grant Madoka Kaname salvation."

That last sentence shook Homura to her very core.

Save… Madoka? she repeated to herself, unsure if she had heard properly. Alaya certainly knew how to place a good deal on the table. Still, she narrowed her eyes.

"And in return?" she asked. Considering the results of her previous contract, there had to be something she had to give in exchange. Alaya did not strike her as the charitable type, and She had outright made mention of a contract. Hope and despair needed to balance back out to zero, as the contracts with the Incubator appeared to indicate.

"How perceptive," Alaya mused. "Rarely do I find one who sniffs carefully at the meal before digging into it. All that I ask of you, Homura Akemi, is servitude to a higher purpose. To contract yourself to the World, and fend off any threats to it you are tasked to deal with. Is that such a high price to pay?"

Homura thought it over. It was a tempting offer, to say the least. One could even say that what she was considering was a deal with the devil. Homura knew firsthand how entities of a higher power liked to twist the wording of a contract. "And if I refuse?"

"You have little choice in alternatives," Alaya pointed out. "The moment you choose to refuse my proposition, it will be as if I had never been here. Time will flow naturally once more, and you, Homura Akemi, will lose your very humanity. Suppose that it is yourself, and not Walpurgisnacht, that deals the final blow to Madoka Kaname?"

Unacceptable. There were many cruelties that fate had dealt out to her, but that would be the worst by far. To end Madoka, the one for whom she had struggled for so long? Anything was better than that, even if that was the small hope lying within Pandora's box, amongst its immeasurable horrors.

"I'll accept," Homura conceded. "On one condition: Will I see her again? Free from any necessity to become a magical girl?"

"Of course," Alaya replied. "Her deliverance would be incomplete without your presence, anyway."

"Then do it," Homura stated. "I accede to the terms of the contract."

"A wise choice, Homura Akemi," Alaya noted. "A wise choice indeed."

For the second juncture in her life, Homura Akemi willingly sacrificed her own well-being for that of her friend. Such a thing was inconsequential to her. For Madoka, any price was worth paying.

Even if that price was her very soul.

A blinding flare of light engulfed the vicinity as Homura Akemi was granted physical form within the summoning circle meant for another. She flexed her arms experimentally, testing to see whether she had manifested fully and properly. No disappointments to be discovered there. A quick glimpse of her Soul Gem told her that she was at full strength. Not a single inkling of darkness remained within the luminescent diamond that carried her soul. Alaya, it seemed, had kept her word on that particular matter.

The dazzle of color began to die down. Homura ran a hand through her hair and, as she tossed it back, turned to face whoever had summoned her.

"I ask of you," she intoned with a degree of formality. "Are you my Master?"

And with those opening words, the newly made Counter Guardian AKEMI entered the event that would become known as the Fourth Holy Grail War.

It would be remiss of me to not direct some acknowledgments towards those who, knowingly or unknowingly, have inspired, or helped shape the story.

Firstly, a big shoutout to the following authors, whose stories inspired me to write my own: The Wandering Quill for "The Bullets of My Gun", a cracktastic story that, to my knowledge, is the only other one that places Homura within the Fourth War. Dminion, for writing "The Goddess of Hope", a fantastic crossover with PMMM & F/Z. X the Reaper, for his amazing Fate: Zero Sanity story and its sequels. The Infamous Man, for being the inspiration of many a Fate crossover writer. Lastly, SwordOfAllCreation, whose mentions of Kyubey in his series of challenges are what got me to pick up PMMM in the first place. Go take a gander at those challenges, and pick some of them up. I'm sure he'd love for those to be written.

Secondly, acknowledgments must be granted to the various denizens of the Internet who wrote up their Servant sheets for Homura. Whilst I've come up with my own sheet, I did forage about to see what other people had done, and therefore, I believe they deserve a mention. They are: X the Reaper (FFN), Shockz (SB), Rowan-Seven (SB), OmniGman (Danbooru), MajinUltima (GameFAQs), and tel3 (Reddit).

Thirdly, my editors for revising this piece countless times. This could not have been what it is without you!

Finally, a massive thank-you to Gen Urobuchi, Kinoko Nasu, Takashi Takeuchi, TYPE-MOON, Nitro+, ufotable, Magica Quartet, Studio SHAFT, Akiyuki Shinbo, Atsuhiro Iwakami, Ume Aoki, and everyone else who was a part of the official franchises for both fandoms. Thank you, all of you, for making such amazing masterpieces.

And that's that! I hope this prologue proved intriguing enough to merit additional chapters! I make no promises on when the actual chapter one will roll around, but I hope it will be soon in coming.

See you around!

UPDATE [10/04/17]: Minor edits made to prologue. Major lore error fixed. Prior draft had a passage that described Homura's own Soul Gem frozen in time by Alaya. This would make it impossible for Homura to act or speak, as her Soul Gem carries her SOUL. This discrepancy has since been corrected.