Without further ado, I present to you a collaborative effort between myself, NothingButJackal, and user PlatypusTheThird.

Do enjoy:

August 22, 2552

It was uncomfortable for Homura to be outside her armor. Without the benefits it provided – enhanced strength, speed, and durability, Grief Seeds at the ready, and isolation from the world - it felt like she was parading around the firing range without her skin.

Her body having been rendered immortal from the procedures she received as a Puella Machinae, she appeared young, no taller than one hundred and seventy centimeters, with pale skin, dark hair, and a face made of stone. Clad only in the body sheathing of her old armor, her figure appeared petite and unimposing. It was impossible to tell that she was one of the UNSC's celebrated war heroes (and one of ONI's biggest propaganda machines), Master Chief Petty Officer Homura-117, who fought to the bitter end against the Covenant for twenty-seven years, watching as her comrades fell and trying her hardest to slow what she saw as an inevitability.

Yet Dr. Junko Kaname had told her that there may be hope. The UNSC had apparently devised a clever plan to end the war that they had been losing for so long - apparently, Homura was slated to lead a strike team to capture a Covenant leader and hopefully negotiate a truce. Of course, she would need to be at her strongest if she was to pull off such a feat.

The components of her VALKYRIE armor lay on the technician's table in front of her. It was unusual for it to be disassembled, since the armor plating could be "stored" within Homura's Soul Gem. The disassembled components appeared to cry out to her, whispering to her to just take them and reassemble them.

But she had to just hold on for a little longer. A little longer, and she would receive a new suit - one that was hopefully far stronger than the one that had served her for a lifetime.

The technician snapped her out of her thoughts. "Chief, your new armor is ready to be assembled. Just step into the assembly unit and hold still."

After curtly nodding to the tech, she stepped into the circular unit. Robotic arms began to assemble the armor, dozens of complex Titanium-A components meshing together around the Puella. As each plate was equipped around her, the diamond-shaped Soul Gem mounted on the top of her chest sent a surge out to activate it, turning its color from gray to purple.

Eventually, after a few minutes of assembly, the helmet was placed onto Homura's head. The familiar HUD came to life in front of her; she felt relieved, being whole again.

The new suit was more streamlined than her old one, yet the plating was somehow thicker. Purple lights were glowing on the armor's articulation points. At least seven empty Grief Seeds were mounted onto the suit's belt, ready for emergency usage. The visor gleamed golden, reflecting the image of Dr. Kaname's face.

"What do you think?" Dr. Kaname's voice came through the helmet's speakers. "Other than general all-around improvement, there are two new features that this suit has that your old one lacked. The first is a magic-based energy shield, derived from those that the Sangheili use on the field."

Homura slapped her wrist to test the shields. She didn't feel any of that strange fuzziness that she felt whenever she would punch a Zealot in the face. "Nothing's happening, ma'am," Homura said.

"You have to will it, Master Chief," Dr. Kaname responded, opting to use Homura's more formal designation. "Just concentrate, like when you store and release the armor."

Homura followed her senior's instructions, concentrating. True enough, her armor began to glow purple and make a charging sound. After about five seconds, the glow vanished, and a meter appeared on the top of her HUD.

"It works," Dr. Kaname smiled briefly before returning to her more serious look. "The shields are designed to take quite a lot of damage. You'll see for yourself once you get put through the armor testing."

Armor testing. Homura was almost looking forward to that. She needed to stay in shape if she wanted to keep fighting – it had been almost six weeks since her last engagement against the Covenant.

Dr. Kaname turned to the technicians. "You are dismissed." Once they left the structure, she continued. "As for the second feature… well, the armor is now modified to be able to link directly to an AI."

"Like Incubator?" Homura felt a little uneasy, remembering the dumb AI and the augmentation procedures it had engineered.

Dr. Kaname reached into her coat pocket, pulling out a data crystal chip. Its core glowed pink, unique amongst most AIs. "No. This AI is different. She is a smart AI, identical to the ones stationed on Navy ships. She will be implanted inside your armor."

Homura reached out to take the chip. "What's her name?" she asked.

Dr. Junko Kaname paused, then rubbed the surface of the chip, causing it to project the AI's avatar. "Her name is Madoka."

O-O-O

Madoka never rested. An AI could not handle inactivity for so long, being built to literally be a thinking machine.

After Dr. Kaname had pulled her to take her to the armor bay, she began to go over her work thousands upon thousands of times. What was the optimal window for Operation: RED FLAG? What would be a possible contingency plan should something go wrong? What if the armor were to spontaneously explode?

Madoka had kept worrying about the Mark V armor ever since the prototype had been completed. She kept implementing little tweaks here and there, as she tried to perfect the suit and its functions. Much to Dr. Kaname's chagrin, there were at least five thousand little changes every day, if Madoka's activity logs were to be believed.

Dr. Kaname had told her that she worried too much, that she should have a little faith in herself. But this only worried Madoka more. Melancholy was the first stage of rampancy, right? She was usually chipper, so was this worry a sign?

Of course not, she reassured herself. I was put into service less than three years ago. I can't be rampant.

She was finally snapped out of her thoughts when she felt Dr. Kaname activate her chip. Looking through the eyes of her holographic avatar, she noticed the Chief in her full armor. At least that works, Madoka thought, relieved.

The Master Chief hesitated, apparently contemplating whether or not to take Madoka's chip. She seemed uneasy, for whatever reason.

"She's based on a clone of my mind," Dr. Kaname said to the Chief, her voice lowering. "Dr. Church - my colleague - and I were able to convince ONI to authorize such a program. With so many scientists dead, we only have so many minds that can be used to create AI."

The Chief continued to hesitate. Madoka chose to speak. "Don't worry. It's not going to hurt," she smiled.

"Go ahead," Dr. Kaname said. "Place her inside your neural interface."

Finally, the Puella reached for the chip. Madoka allowed her avatar to vanish; a few seconds later, she felt herself being popped into the Chief's armor. She ran a diagnostic; everything seemed to be in working order.

"Everything's green," Madoka said through the suit's helmet speakers. "What do you think, Chief?"

"Call me Homura," the Chief responded.

Madoka was surprised. "Okay... what do you think, Homura?"

"You helped build this suit?" Homura inquired.

"Um, well, Dr. Kaname did most of the work, but I helped fine-tune the shields," Madoka said.

"Don't underestimate yourself," Homura told the AI. "It's much nicer than my old one."

"I see you two are getting along well," Dr. Kaname piped in. "I'm personally fine with that. But, apparently, ONI needs some proof that you two can make a good team. They want you to undergo armor testing."

"...wait, what?" Madoka said, surprised. "We're doing armor testing?"

"They didn't tell you?" Homura quipped.

"Uh... no, nobody did..." Madoka said, embarrassed.

Homura turned to Dr. Kaname. "We can handle whatever they throw at us."

Dr. Kaname continued. "Chief, you'll be fighting through this old obstacle course. Your goal is simple; fight your way through, feel free to neutralize all threats that you encounter, and ring the bell mounted at the end."

"What hostiles?" Homura asked.

Dr. Kaname lowered her voice. "If ONI's logs are correct, then you'll be up against ODSTs. And chainguns. And mines. And Warthogs armed with rocket launchers. And there's a remote chance that they'll be sending a few UAVs and an AC-220 after you."

Madoka was starting to get really anxious. If Homura's brief spike in vitals were any indication, then it was a sentiment they shared.

"We can handle it," Homura nodded.

Now Madoka was starting to think that Homura was genuinely crazy.

"All right," Dr. Kaname said. "Once I leave this structure, you have ten seconds until hostiles enter. You should start counting. Madoka, Chief... good luck."

The doctor left, leaving the Puella and AI alone in the structure. Homura walked over to the table holding her old armor, and picked up an M6D pistol, holstering it and storing the ammo inside her suit. "Are you sure you can do this?" Madoka asked.

"I've handled worse threats over the past twenty-seven years," Homura responded.

"But your vitals spiked-"

"I just don't like ODSTs."

Of course. Madoka knew about that one time when Homura single-handedly beat down six ODSTs in a gym, killing three of them and making one a paraplegic. Since then, Puellae Machinae and ODSTs weren't exactly on the friendliest of terms.

Madoka counted to five. "Hostiles are entering. Five seconds until we can move," she said.

Dots appeared on the edge of the motion tracker. "At least four of them," Homura observed.

Eight seconds. A fireteam of ODSTs began to enter, rifles poised.

Madoka began to speak. "Let me scan for more hostiles-"

"That won't be necessary."

Ten seconds. The ODSTs opened fire. Boosted by her suit, Homura turned into a blur, leaping into battle.

Mahou has evolved.

This is a collaborative crossover fan-fiction several months in the making. First inspired by a picture on deviantart, we got together and worked on an outline and some chapters.

The prose in this chapter belongs to Platypus. We hope you've enjoyed this prologue and any feedback will be appreciated!