Chapter 1: "I know I'm a useless muddle but..."

April

Mitakihara City, Japan

"What's with that look? Ultimately they were able to defeat it, after all."

Homura thought she was past the point of crying. She thought after all these dead ends she might finally be numb. No dark pillar loomed over the sky. The city was flooded by what news reports would no doubt describe as a disastrous storm, but there would still be a Mitakihara. Perhaps by the standards of some, this was not a bad end to reach.

"Still, it's a shame she died before I could Contract her. I doubt someone with that much potential power will come along in quite some time, possibly not in a thousand human lifespans." Kyubey perched on a hunk of concrete sticking out of the floodwaters, gazing down at Homura. She paid him no mind, instead focusing on the drowned body of a teenage girl.

She would memorize this sight, just as she did every failure. She would remember her mistakes in every timeline, even this odd divergent one, and not make them again.

"Humans are odd." Kyubey seemed unperturbed by Homura's silence. "Three Magi died to kill that Witch. If you had let her Contract, she might have been able to save them and defeat it herself. And wouldn't it have been fascinating to see what kind of Witch Madoka might have become? We could have filled our quota." He flicked his tail. "Well, no use in thinking about what might have been. I suppose I'll have to recruit more in order to replace the ones that were lost. You're always making more work for me, Akemi Homura. If I didn't know better..."

Homura stood and turned away from Kyubey, trudging through the waters.

"Hmm? Where is it you're going? You have more Witches to fight, I'm sure."

Her hand went to the disc on her wrist as the world dissolved away.

A world without Madoka was not worth saving.

November

Port Alta, PA, United States

The giggling wouldn't be so bad if he couldn't figure out what it was they found so funny.

Was it the accent? At first Wheatley had thought the strange affinity Americans seemed to have for British accents would bring him more positive attention, but surely giving a dry report about an American president wasn't made any more amusing by being from Bristol.

"Ah, yes, so as I was saying, the Harding presidency was marred by a series of scandals, most famously the Teapot Dome affair. It was named, if you'll believe it, after a teapot-shaped rock formation! Though that wasn't the point of contention. It was the..." Ah, drat, one of his notecards was out of order. "A moment, please!'

As he heard more quiet giggles and whispers from the class, Wheatley quietly cursed whoever decided oral reports were a good idea. If he had to witter on about a president, couldn't the teacher have assigned him one of the more well-known or well-loved ones? No, he got some unpopular prat famous for scandals.

"...Oil, yes. It had to do with drilling rights..." Wheatley knew he was coming across as an idiot as he stammered through his report. Nonetheless, he held his head high (as best he could while using notecards.) He'd worked hard on that report and he was quite proud of it.

"...And to this day, they're not quite sure why the old fellow died. Terribly tragic. I mean, aside from the scandals and all he really wasn't so bad! I think, didn't know him or anything, obviously..." He trailed off, glancing to the teacher for further information.

Sister Lewis had a notorious poker face. She differed from many other teachers in that she didn't redden, roll her eyes, or snort and cover her mouth when unimpressed. She just spoke quietly and smiled as kindly as ever, which in a way made it worse. "That was a fine presentation, Wheatley, but you were assigned to do a report on Chester A. Arthur."

"...Oh. Right, then." What else was there to say? He had to hope Sister Lewis was willing to grade on effort and accuracy over following directions. How did he make that mistake? He slunk back to his seat, steadily ignoring the giggles and for once thankful he usually sat in the back.

Couldn't they just have ignored his report like everyone else did? Did they all have to watch him like that, assuming he'd make some dreadful mistake? Why was it he was only the center of attention in unpleasant situations?

It was like that damned talent show last year. No one had really paid much attention to his (in his opinon [opinion]) rather stellar magic show routine until he'd failed to find the scarves he was supposed to pull from his hat. Oh, then it was a riot, wasn't it?

When he heard another snicker next to him, he looked to his left and down, glaring through his glasses. The redheaded boy next to him immediately shut up and turned back to his spiral notebook. Not that it was much help against the more persistent bullies, but Wheatley had to admit there were advantages to being a head taller than most of the other eighth graders. 'Johnsons even have productive genes,' Uncle Cave would brag, though the way he'd say it suggested there was more to the joke Wheatley didn't quite get.

As Mary C.'s report on Ulysses S. Grant faded into a buzz in the background he returned to his margin doodles. After this he'd walk home, hoping to beat those brewing dark clouds. He didn't like to think about anything past that, as long term plans always felt like so much work. Bad enough he'd had to stay up until 2 AM to finish that bloody report.

Certainly he couldn't concentrate on poor President Grant. His mind always wanted to focus on so many different things at once and almost none of them were the academic subject at hand. It'd be one thing if he were in Literature, or if the school offered a Drama class. There had been a poster in the hallway advertising tryouts for the school play. Wheatley had always been a but curious about the drama club, and there was a certain sense of romance in being able to pour his heart out on the stage in a performance that would reduce the student body to tears. But he kept hearing the laughter of classmates in his head, magnified a hundredfold into an entire auditorium full of mocking. He started to chew his pencil eraser, losing interest in doodling circles and eyes.

He turned to look out the classroom window and briefly glimpsed what looked like a flash of white fur on one of the tree branches. It was there and gone, moving too fast to be seen properly. Maybe it was a squirrel? Could the sighting of a rare albino squirrel be grounds to cut class early, lest such an unusual sight go missed by impressionable students? He was tempted to raise his hand and suggest it, but the bell was due to ring in five minutes anyway.

"Hey, Chell! I didn't see you at tryouts."

As always, Adrian hid any hints of disappointment with a smile. It only made Chell feel worse. She brushed a lock of brown hair from her face as she pulled her jacket out of her locker. "No time this year. Sorry." It was only partially a lie, and she hoped it sounded polite enough. It was nothing personal against Adrian or the team.

Adrian sighed. She was captain of the girl's indoor track team, and while she and Chell were not exactly close friends, they were at least on positive terms. "Man, we're gonna miss you. Last year we got THIS close to the state championships. But I know you gotta do what you think is best. Is it family stuff?"

Chell didn't know what look crossed her face when Adrian asked that question, but whatever it was prompted Adrian's smile to vanish in a wave of guilt.

"Oh, okay, I get it! I won't push," Adrian said as she picked up her gym bag. "Just kinda weird. I mean, we never see you anymore. You get some cooler friends to hang out with instead?"

Chell winced. She knew Adrian was just teasing, but it hit home. "Mmm..."

Adrian frowned. "So you don't wanna talk about it. Well, okay. I mean, if you do you can just shoot me a line or something. I'm not gonna judge."

There was no way Chell could tell Adrian about what had taken over her life, of course. She wouldn't want to, either. Chell had never been good with words, but she wasn't sure even a particularly articulate person could find a way to tell someone 'this is too dangerous to involve you. Just go back to whatever you were doing and forget I exist.' At least, there was no nice way to say that.

"Uh, if it's about your dad, my own mom-" Adrian stopped short when Chell held a hand up, much to Chell's relief. She didn't want to talk about that. "Right, I'll drop it."

"...Thanks." Chell felt awful having to brush off Adrian. Track had been her stress relief in the past, her way of channeling her energy into something that wasn't life-threatening. But she wasn't entirely lying about her excuse. There really wasn't time, and there were more pressing matters.

"And get some sleep, dammit. You look like a zombie." Adrian walked off, leaving Chell slipping her jacket on and checking her watch. As she did she took a glance at the iron ring around her finger, carefully examining the orange gem.

"Zombie, huh..." Despite everything, she just had to chuckle bitterly to herself and grab her bookbag. No one else called out to her in the hallway and that suited Chell just fine. Invisibility was a survival tactic in school. She was just going to have to walk home today, gloomy weather or none. As she stepped out into the schoolyard, Kyubey was standing on a railing, likely visible to no one but her. The little creature stared at her with his red eyes.

"Welcome back, Chell! Hurry, the Witch isn't too far!"

"Knew I should have brought an umbrella. I really shouldn't trust weather reports! I mean, I don't know where the umbrella is, but there has to be one. More than one, if Uncle brought one, yeah?" Wheatley mumbled to himself as he pulled his coat tighter around him. It wasn't quite raining yet, but fat grey clouds hung thick in the sky, and a chill gust turned the streets into wind tunnels. He dashed down the sidewalk as the bus pulled up to the stop two blocks away. "Oi oi! Come on, wait a minute! I can make it, mate, I can make it...!"

The bus clearly didn't hear Wheatley talking to himself and pulled away when Wheatley had but half a block to go. "Okay, fine. Walking is fine too. Good for you! They say it's great exercise. And therapeutic! I can...think while I'm walking. Hey, maybe it won't rain!"

Fat drops splashed against his mop of blond hair and glasses. "Or, you know, perhaps it will. That's grand. Rain is good too. Can't let all the plants not growing in the city in November go without watering, can we God?" Snow wouldn't have been so bad. Early snow meant a possibility of no school the next day. But much as he'd heard that parts of the United States had fairer weather than England, he wasn't impressed with the wet autumns of Port Alta.

A sharper chill ran down the street as Wheatley took off running for a store overhang. If he couldn't beat out the rain, perhaps he could wait it out. It wasn't as if anyone would care if he got home late. Uncle was the last person to scold anyone for coming home during the witching hour.

Finding shelter beneath the awning of an art supply store, he stopped to catch his breath and glare out at the general gloom surrounding him. Wouldn't his classmates find this whole mess amusing? "Probably laugh their bloody fool heads off," Wheatley muttered after blowing onto his hands for warmth. "Regular comedy of errors it's been this whole week. If we had money to speak of I guess I could call a cab..." The rain splashed him from the side, thanks to another blast of wind. "A pleasant 53 degrees Fahrenheit and sunny, eh, Weather Channel? Having a laugh at my expense? Well, joke's on you, because I use a program to block all of your ads and-..."

He realized he was speaking instead of thinking when a girl with brown hair hurrying past turned to stare at him for a moment. Wheatley felt his face go red and he mimicked holding a cell phone to his ear, hoping the girl wouldn't notice that his phone was actually in his pocket. That was a bad habit, letting his tongue run away when there wasn't anyone to hear it. If he had someone to vent to, that'd be a different matter.

And it would have been a girl his age too, wouldn't it? She wasn't wearing a uniform, meaning she probably went to the public school. Her pause lasted only a second and after resuming her dash she ran through puddles like it was a race. There was what at first looked to be a white cat running after her, though something was off about the body shape and ears.

The cat-thing stopped and turned to stare directly at Wheatley, red eyes boring into him.

"Do you want to know a secret? Come with me and I'll grant your wish."

That sent Wheatley almost stumbling back into the storefront window. He was sure he'd heard that voice echoing in his own brain, right before the white creature took off running. That was impossible, of course. His mind was playing tricks on him, no doubt due to the early stages of hypothermia. There was no logical reason to go running after a girl who probably wanted nothing to do with him and a nonexistent white cat in the rain.

There was no reason, and yet run after them both he did, though the girl never once turned around to acknowledge him. She probably didn't hear him at all.

"Is the Witch behind this weather?" Chell finally stopped to catch her breath as she arrived at a graffiti-covered brick wall, the ring on her finger pulsing a brilliant orange. "It's definitely here..."

"I don't think so. It's a strong one," Kyubey warned, "but not enough to affect atmospheric conditions. It's been active for a few hours already, but you were in school."

There was no reproachful tone in Kyubey's voice (it never had a tone at all) but Chell still got the impression he was trying to imply something. "I can't cut class. Not...anymore."

"Mm, of course. Nonetheless, hurry up and transform before you enter."

Chell waved a hand over the ring as it transformed into an egg-shaped gem marked with swirling gold rings. She let its power wash over her, orange and blue circles of light filling her body with power. In the next moment she wore an orange gown over white leggings with a thick orange belt. In her hand she held her weapon, an ornately-decorated white and black gun that crackled with energy.

She looked back and forth first, in case anyone else had spotted her. The last thing she needed was a fight with the Court over a Grief Seed. When it seemed the coast was clear, she held her hand up to the wall, passing through a swirling circular gate and vanishing from view.

When Kyubey didn't immediately follow, she couldn't say she was terribly surprised. Even he knew Chell fought best alone.

"So you did come!"

Wheatley emerged from behind a dumpster, soaked to the bone and wondering how the white creature still looked fluffy and dry. "You...talk? But you're not moving your mouth, mate. I mean it, whoever's doing your puppetry is doing a lovely job hiding the strings, but the mouth movement is a clear giveaway." He looked around up towards the tops of the buildings. "Is this a movie set? Did I just wander onto something like that? Spectacular special effects and-and honestly I just assumed they added things like that with computers afterwards! Do they sell clothes that just change and glow like that? Are they always so...uh, frilly? Nothing wrong with frilly of course. Looked good on her-uh, flattering really. Anyway, if I've wandered onto a movie set just let me know because I'd like to try out and-and this isn't a movie set, is it? Okay, so then WHAT WAS THAT?!" With no one else apparently around, Wheatley panicked to the little furry thing. "There were orange lights and flashes and you TALK and who WAS she, mate? What is all this?"

Kyubey just shook his head. "Calm down, Wheatley Elliot Johnson." Wheatley could not recall telling this thing his name. "Do you want to see who she is? Are you curious?"

"I want to know a lot of things," Wheatley admitted after a sneeze. "First of all, mate, what are you?"

"Kyubey."

"A kyubey, alright." That didn't help at all, but since Wheatley had no idea what a 'kyubey' was, he had to take the thing's word for it that it was a kyubey. "Okay, I'm calm now. It's cool, it's fine, I'm calm. Just...evaluating a new situation, that's all."

"Naturally. I don't let just anyone see me." Kyubey walked in a slow circle around Wheatley. "What you need to know right now is that I recruit magical girls and boys, and I can grant wishes."

"Magical...what? Pardon?" Wheatley picked up Kyubey and gave him a gentle poke in the stomach, feeling for electronics. "You sure you're not a prank, mate?"

Kyubey shook his head. "It doesn't benefit me to prank you, Wheatley. But humans are always like this. They don't believe me until they see the truth for themselves. Will you follow me?"

"Follow you? Where precisely? There's just a brick wall and-HEY!" Kyubey had not waited for Wheatley, wriggling out of the boy's arms as if the thing had no bones at all and merely dashing through a swirling hole in the wall. Now that Wheatley looked, he could see something glowing there, an abstract figure holding arms aloft and opening its mouth wide in what might have been song or screaming. There was no one else in the alley. If Wheatley had collapsed from hypothermia or fever outside of the store and was hallucinating all of this, he reasoned there was nothing he could do about it mid-hallucination.

"Wait, wait! Wait for me, will you?!" He took a deep breath and ran through the gate.

"Okay, I am definitely hallucinating. It's okay." Wheatley held his head and took deep breaths. "I can snap myself out of this! Even breathing. Like-like some kind of yogi. I have remarkable self-control, so if I can just wake up..."

He wanted to wake up because what he was experiencing was no doubt a nightmare. The buildings extended up infinitely into a purple sky, spiraling into oblivion, and tall purple grass grew up to his knees in what should have been an alleyway. He could see the curve of a horizon if he looked far enough in this hideous violet field, as if he were standing on a hill, but beyond it was nothing but a foggy void.

What made it worse was the singing. There was a terrible mournful tune ringing through the hills and even covering his ears didn't block it out. It was discordant, following one key and then another, changing its melody all the time. It wasn't being sung so much as screamed and sobbed by the strange, bellowing voice.

"Okay! Okay, uh, Cube or whatever your name is! Little bunny thing, I...I changed my mind. I very much do NOT want to know what's going on with you or any of this. So if you could take me back, that'd be lovely!" He spun around, but Kyubey was nowhere in sight. "Did you hear me, mate? Take me out! Just point and lead the way, I'll walk out and pretend I never saw you. Won't tell it as a spooky story or anything. Just let me out..."

"Look over there." Kyubey's voice beckoned in Wheatley's mind and he turned behind him, in the direction of strange flashing orange lights.

A monster loomed, the shadow of a tree with a terrible face painted on it, a frown with a wide-open violet mouth. There were curious bell-shaped objects on the tree's branches. That thing must have been the source of the singing, interrupted by off-key bell noises. It was swatting at something small, but Wheatley was too far away to see what it was.

"If you run in the opposite direction, you'll escape the Labyrinth. But that isn't why you followed, is it? You don't really want to run away from something spectacular, do you?"

Wheatley couldn't run in one direction or the other. His feet felt planted into the ground, even as the blades of grass sprouted up and pulled painfully at his legs. "Is it...is it trying to eat me? It's trying to eat me, mate! The ground, I mean! The ground should never do that! Make it stop!"

"Is that what you wish?"

"Y-what is it with you and wishes!? You are terrible at explaining things!"

"Wishes are everything. Wish for it and you can have whatever you want. If you think you're smart enough to see what's beyond..."

"...Smart enough? I...I'd like to think so...!" No, he'd gotten this far, [uc] into wherever this was. Outside of this strange place was nothing but a cold, rainy day with months more to follow. Leaving meant another boring and lonely evening in an empty flat eating leftovers and studying materials he didn't care about for a school he hated in a city that barely knew he existed. At least that monster was honest in its presumed desire to eat him. He didn't have to constantly read its expression to see if it was hiding irritation with him.

And hadn't there been a girl with Kyubey, too?

"I'm not...I'm not a loser! Or a coward! Or whatever-whatever else they think I am!" He strained against the violet grass tendrils, pulling against them and bracing his feet against the ground. The tendrils had razor-sharp edges, tearing at his jeans and cutting into his skin as he pulled away, but he ignored the pain and just broke into a sprint. He couldn't run away, not before he saw the girl fighting the monster. It'd be like falling into Wonderland and leaving right away.

"It's just one Witch." Chell usually made short work of Witches of this type. It was the noise the Opera Witch was making throwing her off. It was messing with her concentration, the wailing and ringing filling her ears and leaving her head throbbing.

She steeled her nerves, aimed and concentrated as balls of light streaked through the air, one to her left and another above the monster. Both left shimmering holes into nothingness where the shots landed, orange and blue portals between space. Never in a million years would she figure out how THAT wish had led to THAT magic, but she wasn't going to question its usefulness in the middle of a fight. Knowing the portals might not last long, she aimed her gun through the hole on her left, firing shots of light magic through and watching as they pelted the monster from above. One lucky shot knocked off two of the bells, and the Witch screeched in pain, swinging a branch-arm at Chell. It had a remarkably long reach, probably due to its stretchy shape.

Leaping high up, she opened two new portals so she'd fall in one and out of another, landing on the other side of the Witch. She landed facing away from it just for a moment, which is when she saw a humanoid figure running towards her. It was a boy, she saw as he approached, and he was not doing the sensible thing; namely fleeing from the Witch. There was something slightly familiar about him but she just couldn't place it.

"What-what are you doing?! Get away!" She turned away from him, having no time to run and grab him herself. If he was still moving and conscious, he wasn't the Witch's target at least, but there was no way a normal human would survive a Labyrinth. "Go!" She glared over her shoulder at him before firing two more shots directly at the Witch.

The presence of a little white flash running under her feet made the situation clear. "Kyubey." She glared down at the creature. So that's what he was doing. He was going to force that stupid boy's hand.

"If someone is meant to Contract, they're going to Contract," Kyubey insisted. "Worry about the Witch."

Sure enough, Chell had paused too long, and something hard as wood barreled into her, sending her flying and sprawling onto the ground. She rolled to climb back up, ignoring the searing pain running through her side. "I can do this, Kyubey," she hissed at the little creature. "Tell him to run..."

Kyubey leaped back to Wheatley, who was doubled over panting from exhaustion and fear. "She's in trouble," he said in a voice eerily lacking in concern. "Of course, she can win that battle. If you're the type to sit back and watch someone else fight for you."

Wheatley barely registered Kyubey's words. He was too busy watching Chell. Her jumps were strong and graceful, reaching heights that suggested flight. The look in her eyes, when she briefly called to him and shouted something he couldn't hear, was razor-sharp and hawklike. And she was beautiful, really uncannily so, the way her strange dress fell around her and the way her ornate gun shined in the violet-green light. She was in a different class entirely from anyone he'd ever seen at his school.

She was remarkable. No, more than that, she was special. Wheatley had always known on some level that there was something special about certain other people, something uncanny and indescribable about a group of individuals that did not include him. They spoke with confidence in class instead of stammering through reports. They seemed to score high on tests without struggling. They were pretty, or brave, or smart, or all of the above and didn't even seem to realize it, adding modesty to their virtues. He was certain people like him existed for their sakes, so they'd have someone to save. Stars had to shine in comparison to something else, after all.

And yet, when he looked at the girl in the orange dress, the jealousy he usually felt in the presence of such people was drowned out. She was like one of those shining stars, bringing hope to this nonsensical nightmare world. His fear dwindled when he watched her. And yet, she was limping, wasn't she? She was bleeding, and that thing was huge...

"What is that, mate? Who is she? What is-"

"She's a magical girl, a Puella Magi. Against a Witch like that, she is the only hope there is. But you could be remarkable, too."

"No I can't!" Wheatley took a great step back, staring down at Kyubey. "Look, I know this about myself. I can't! There are people who go on to do remarkable things and I don't even DREAM of them. This-whatever this is, it's beyond remarkable and it's just not something people like me DO. I mean...I can't..."

He watched the 'magical girl' again. She landed roughly on her leg and he saw her wince, but it didn't seem to slow her down. "That's really magic? Really magic she's using, mate? As in..."

"Magic and wishes both exist. I can perform miracles for you and give you the power of miracles yourself..."

She turned to Wheatley and again shouted something lost in the ringing of the bells. Her hair floated around her face. "She's speaking to me! What's she saying? Oh, if she's speaking to me, do you think she cares about me? Do you think someone like her would give me the time of day?"

"Go! Just GO!" Why wasn't he listening? Couldn't he hear?

Another shrill scream pierced the air; Chell covered her eyes and cursed to herself. Of course, he probably couldn't hear anything. The faster she killed this Witch, the better. It was just one Witch! She'd fought countless others before without partners.

The boy. That was it. Kyubey knew this would distract her, worrying about a bystander he brought in. She'd just have to get him to flee and either explain afterwards what was going on, or more likely hope he figured it was a nightmare. A regular kid drawn into a Labyrinth had no chance of surviving without a Magi protector.

Well, she was a magical girl, and she would protect him. That was her job. She held up her hand, opening just one portal to the strange subspace her magic could access and frantically urging him to run in. It'd use up some of her magic, but if he hid in there he'd at least be safe from the Witch. She'd worry about the rest later.

"Go...!"

Wheatley stumbled back when a hole opened up in the air, its surface shimmering and displaying nothing but a void. He turned to Kyubey. "What is that, mate? Oh, did she make that for me? She...she wants me to hide, doesn't she? Hide behind it." It was a flat surface, after all. "It means she doesn't want me to get killed by that thing! So she does care, right? I mean, probably thinking 'what's this git with the glasses doing here?' but she cares...!"

Frankly the temptation to run and hide behind what had to be a shield of some kind was strong. Still, he took a deep breath and tried to call to her, certain his voice would be drowned out as hers was. "Look, I appreciate it! I really do! But I can't really go back now, you know? It would just be too...I don't know how to describe this, Lady! Lady? I'm sorry, I don't know your name...! But I want to help you!"

"Is that your Wish?"

Kyubey's voice startled him. "'Scuse me, my what?"

"Wish. If you make a Wish, you can Contract with me and become like her."

"...Ohhh. I see! I get it now, mate! Okay! Yes, I wish for-no, not that. Or-no! I-if my parents would-no, you probably can't...really, anything?!" How unfair of Kyubey to ask Wheatley something like that in such a stressful situation. "Really there's a LOT of things I want but I suppose asking for all of them at once won't count...her! I mean...no, not I WANT HER, that would be creepy, but...she cared about me and wanted to save me and she's...oh, forget it!" He shook his head, trying hard to organize the jumble of thoughts into a coherent sentence. "I want to be the sort of person who could be important to her! Okay? I know I'm a worthless muddle but I don't want to be anymore. Alright? That Wish enough?...Hey, uh. What-what are you doing, mate?"

He took a step back again as Kyubey's ears seem to stretch towards him like ears, and felt an unsettling, burning heat inside of his chest. "What are you doing...?!"

The eyes were the weakpoint. It was the strange eyes peeking out of the Opera Witch's trunk. Hitting them seemed to hurt it more. A few more shots and she'd have it...

"Okay! Alright, I think I've got the handle on this! Kyubey didn't tell me how to do, um, anything. Does he often do that?!"

Chell blinked and turned to stare at the source of the voice in horror. The boy had rushed in, stumbling over his own feet, clad in a frilly blue tuxedo lined with white and silver. A round pocket watch-like jewel was clipped to his waist, and she immediately recognized it from its bright blue glow. Oh, he didn't...

"What? Why are you looking at me like that? Aren't you happy to see me? I mean, this is fantastic! It feels great! Nothing hurts anymore. And I'm all smartly dressed! Bit of a Victorian touch, yeah? I mean not sure why we're dressed like this but that's a side note. And-and look at what I can do!" He opened his hand and a round blue crystal appeared, hovering over him. It shimmered and glowed as he shot a wave of liquid crystal from his hands, which proceeded to really do nothing as far as she could tell. "Okay, um, still working on that. Got a few kinks to work out, yeah? But still! We're partners now, aren't we?"

She said nothing, reminding herself to worry about it later. In the meantime she could at least direct the newbie so he didn't get himself immediately killed. Shutting the portal she was going to use to hide him, she opened two more, one right in front of him and another over the Witch. She pointed at that one, and then at his hand.

"What? Oh...oh, I get it now! In here, right? Alright, let's see what that does..." This time, when he shot the wave of crystal it flew right through the two Portals, raining down on the Witch and coating it in what looked like blue glass. This slowed the Witch down, and it screamed in protest, causing both Magi to wince in pain.

"OW OW OW oh, oh I see now! That's brilliant! Yes, teamwork, right?" The boy wasn't dissuaded even if he looked a bit frazzled from the Witch's voice attack, and tried another shower of blue crystal through the portal. In truth, Chell knew she didn't need it. Slowing the Witch down like that was just a bonus. But keeping him distracted meant he was less likely to get in her way.

Weighed down by the crystal growing around it, the Opera Witch was a sitting duck. She fired off two shots directly from her gun, and the blasts of glimmering light struck the blinking eyes. With one last awful, melancholy scream that left Chell dizzy and nauseous, the Witch shattered and crumbled into nothing and the Labyrinth dissolved. It left behind a black jewel wreathed in fine metal. Chell expected the new Magi to dive for it before realizing he had no idea what it was.

In fact, he was paying it no heed, gazing at her instead. "That was fantastic, wasn't it? Oh you were good, of course. I was good! We were both good! We both fight really well and I, for one, think we ought to do it again, next time we have to fight a...uh, he called it a Witch, didn't he? Didn't see a broom or a hat but I suppose that's what it is if that's what he calls it. What is he, anyway? What are we? I'm sorry to bombard you with questions like this but he didn't tell me anything..."

Of course Kyubey didn't tell him anything. Kyubey never did. Chell was too tired to answer any questions herself, instead forcing his hand open. She called her own Soul Gem into her hand, it manifesting as an egg-shaped orange crystal swimming with liquid light. To her relief, he did the same, making a puzzled noise as she held the Grief Seed to it and drained the faint shadows away. There, she thought, at least she'd shown him that.

A little voice told her that maybe she owed him a bit more, considering what he'd done, but she hadn't asked him to do it.

Letting her own transformation revert, she sighed and picked up her bookbag from where she'd stashed it behind the dumpster. When she looked back at the boy, he was still staring at her like an eager puppy. God, he was so happy about what he'd done. Compared to the scared and confused kid he seemed to be in the Labyrinth, he was beaming and grinning like a fool.

"You see what I did back there, though? Oh, that-that thing you just did. Is that common? Is that maintenance? Listen, Kyubey will tell me more about this later, right? Is there a-a manual? But I mean, I don't regret it! I'll never regret something like this. I did it because I couldn't rightly just let you fight by yourself, right? Would have been cowardly of me and I'm not a coward. It feels amazing. How can you hide a secret like this? I'm going to have to bite my lip to keep from blurting-oh of course I won't tell! Promise, won't tell! Our weird little secret, right...?"

She stared at him for a long moment, dread swimming in her stomach. He'd done it for her. She thought she was done with this. 'No more partners,' she wanted to say, but she didn't have the energy. She had to get her thoughts together.

"You shouldn't have," she blurted out without thinking. Immediately she scolded herself. She was usually better about keeping her thoughts to herself.

Her would-be 'partner' stared and blinked in confusion, the smile not wavering. "Oh, of course I had to! I mean, I didn't have to. No one holding a gun to my head or anything. But I wanted to! I mean, it's a lot of fun when you're actually strong enough to stand a chance..."

"No." She didn't look away. There was no way to dissuade him now, but at the least she could keep him from getting tangled in her unpleasant affairs. "You shouldn't have."

She didn't wait to hear his response as she turned and walked back out into rainy street. It might have been cold, but best he learn it from her first. If experience had taught Chell anything, it was that they were both much safer on their own.

End Notes

So! This is actually a major revision of a long fanfic I started posting last year on Tumblr. I started writing it on a whim and it turned into a thing. After a while, I decided to expand and rewrite it, and that's what I'm going to be posting here. I'm also crossposting it to AO3. (Yes, I'm the same CornetHummy.)
As you've probably picked up, this is an AU both for Madoka Magica (note the presence of magical boys) and for Portal. I've decided to explain this with multiverse theory and handwave it from there. It is what it is.
My personal headcanon was that Homura didn't just overwrite events when she traveled back in time, but created innumerable separate timelines. Those timelines kept ticking along in cases where Madoka never went Witch. So here we are.
And yes, Port Alta is a fictional city. It's also a really bad pun. (It was originally Port Alto until a google search revealed there to be a real town in Texas by that name.)
Anyway, I'll (ideally) be posting chapters in weekly installments. I hope you enjoy!
-Cornet