I own nothing.

Sometimes, alone in the dark and the silence, Tomoe Mami has dreams.

No, not normal dreams. Not the normal dreams of a normal girl. You see Tomoe Mami is a magical girl—Puella Magi is the term she and her contractor use. She wasn't going to have a whole lot of normal dreams to start with, not with a life like she has, hunting Witches and collecting Grief Seeds with which to cleanse her Soul Gem.

But these dreams are strange, even for her.

They come on the nights when she's exhausted from Witch hunting and falls asleep almost as soon as her head hits her pillow. Strange, vivid images whose bright colors burn themselves into her retinas and the underside of her eyelids.

Mami sees herself, battling Witches that she's never seen before. The grotesque, practically Lovecraftian forms of the unknown Witches battle fiercely, and it's all she can do to cling to her life, let alone win.

Kyouko is there as well. Mami doesn't understand how this could be, since she and Kyouko parted company months earlier. She ought to be happy at the reunion, but no joy fills her dream-self's heart at the sight of the old friend turned stranger. Instead, there is only a sense of duty, fear, agony, horror and shame.

And there are other girls too. A girl with a sword who leaps into battle, and a short girl with pigtails who stands off to the side, worried and screaming for the swordswoman to stop.

The one that really leaves her mark on Mami's mind, however, is the girl with long, dark hair. The pale girl who never smiles. The girl who has guns like she does, and some sort of shield on her arm, and absolutely no mercy whatsoever. This girl has an aura of power and danger about her, and seems to radiate cold from her very bones. At the same time, she is perhaps, just a little lost. Those dull eyes say all.

Kyubey assures her that these dreams are nothing to be worried about. "Puellae Magi often have dreams of this sort, Tomoe Mami. Though I do not understand why you humans are always so fixated on discerning deeper meanings in your dreams, I can tell you that it is not a cause for concern."

Cold comfort, she thinks to herself after waking up out of another one of these dreams in the early morning. Mami looks about her bedroom, eyes darting from wall to wall. Her search reveals that there is nothing foreign here, but she still can't relax. It's so unsettling. The one blessing, I suppose, is that the images get all fuzzy once I wake up. Sitting up in bed, her fingers curl about her twisted bed sheets. A dull red light from the barely-risen sun seems to wash the walls in blood. Kyubey said they were just dreams, but they seem so real. But then again, I've never fought Witches like those before. And I've never seen girls like those three before.

So why do I still feel a strange sense of déjà-vu whenever I see these images?

She glances over at the clock. Five-fifteen. Oh, it's too late to go back to bed. I was going to get up soon anyways. Mami sighs, and pushes the covers off of her legs. She may as well go ahead and start getting ready.

A new student has transferred into the year below Mami's today; she catches sight of her in the hall during class change. She's a slight, slender little girl, with a pale face and long, dark hair.

For a moment, Mami feels like she's seen her somewhere before.

Then, she shakes the feeling off.

Just a coincidence.

-0-0-0-

Mami tries to get Akemi Homura, a Puella Magi whose existence she has only recently become aware of, to work with her, but to no avail.

It's after the fight with a Witch whose barrier strongly features roses. Homura's been lingering about the barrier, observing the fight, but never intervening. She's a strange one, Mami decides. I'm not sure if I like her or not. But she must be new to the Puella Magi business, if she's not going to take part in the fight. Akemi-san probably needs training; I should offer to help her out. That would be the proper thing to do.

She nearly smiles during her finishing blow against the rose Witch, coming close to breaking her usual battle-mask of stoicism. And it would be nice to not be alone again.

"Tiro Finale!"

The Witch dies in a flurry of ribbons and gunpowder. Mami is quick to vacate the dead Witch's barrier before it can collapse completely. Once outside of the barrier, she watches it fold in on itself, again and again and again until it implodes, leaving behind nothing but the Witch's Grief Seed.

Mami plucks the Grief Seed up from the floor, and with a deft hand throws it towards the shadows where she knows Homura is hiding. "Here, take it," she tells her evenly, but not without an edge in her voice. I suppose this is the moment of truth. Will you work with me?

For a moment, there is silence. Then, there's the light, tinkling sound of the Grief Seed being rolled back across the floor. "No thank you," Homura responds quietly, an unreadable note in her voice. "It was your win. I'm perfectly capable of gathering Grief Seeds for myself." With that, she walks out, and is gone.

Running her fingers over the Grief Seed, Mami stares at the empty space Homura has left behind. She bites her lip.

She would have liked very much to have someone to fight alongside with. It's been a lonely life, without friends, without family, with only her duty to sustain her, and if Homura has just taken the Grief Seed...

Someone else will come along, Mami tells herself, shaking her head firmly. She transforms back into her human form and siphons away the taint from her Soul Gem. Eventually, someone else will contract with Kyubey. She shouldn't look for companionship in Akemi Homura.

The fact that Homura rejected the offered Grief Seed can only mean that she's not going to be cooperative; this is the law of Puellae Magi. She's at best an uncooperative sort of girl and at worst is likely hostile. From now on, Mami will have to be wary of her.

-0-0-0-

"I'm sorry." The smile has vanished from her face, to be replaced by an apologetic look. But there's no regret in her eyes, none at all. It's a nearly demonic look. "But I can't let you hurt the others."

"You don't understand! Wait!"

Too late. The gun goes off.

Over the course of countless timelines, Homura thought she had learned what to expect from Mami.

She's the sort of girl who tries to act as a big sister to all other Puellae Magi, whether they're less experienced than her or not. She tries to help them but in all reality can barely help herself. Those gracious smiles conceal a fragile psyche growing ever more brittle. In all the timelines when she learns the truth of her being, she snaps, and has to be stopped, for the sake of all.

But what Homura has just learned is that sometimes, even when she doesn't snap, Tomoe Mami still does things that no sane person would.

And given that I am not exactly the pinnacle of sanity myself, I should think I should know.

So when she sits down across from Mami at a secluded lunch table in the cafeteria, Homura is satisfied to see the color drain from the blonde girl's face and her eyes bulge so protrudingly from her skull that they look fit to pop out of her eye sockets. Just a little bit.

Okay, maybe a lot. But right now, Homura is angry enough that she doesn't care if Mami's eyes pop out of her skull.

"How are you—"

"Tomoe Mami." Homura cuts her off, stiff and cold. She doesn't allow a sneer to take her lips, but the icy look on her face, glinting in her eyes ought to be enough to get the message across. "Why did you shoot me in the head?"

Mami doesn't seem to hear her. Her hands, her deft, clever hands that wielded the gun that dealt the blow with such skill, don't seem nearly so deft or clever now; they're shaking like mad. If Homura didn't know better she'd say Mami was about to have some sort of seizure. "How… How are you still alive?" she asks shakily, though apparently she has enough self control in her to remember not to say this loudly in a public space. "There's… there's not even a wound."

Homura's lips thin. By 'wound', she's assuming Mami means "the massive hole in the side of her skull left by the round from her musket." "So long as a Puella Magi's Soul Gem is still intact, she can survive just about anything."

Suddenly, Homura is possessed by a sadistic bent. Her eyes narrow. "For the first few hours after being shot in the head by a round from a musket of your type, you would be unconscious, a vegetable. The magic in your Soul Gem is working overtime to heal the damage, but healing from being shot in the head at point-blank range is still going to take a while.

"Once your brain has reformed enough for you to regain consciousness, the first thing you're aware of is pain. Horrible pain. Pain throughout every fiber of your being. Imagine the worst pain you have ever felt, the broken bones, the migraine headaches, the menstrual cramps, magnify it by roughly a hundred, and that level of pain would still be insufficient to prepare yourself for this." Mami looks increasingly sickened with every word, and Homura can't bring herself to care. She continues to rattle off the gory details with the clinical detachment of someone rattling off a grocery list.

"Now you're conscious, but you're unable to move, unable to scream. All you're aware of is pain; everything else is irrelevant, unimportant. After what seems like an eternity, your brain stops regenerating and the musket round just pops out of your skull." A touch of green colors Mami's formerly pallid cheeks. "But it's not over yet. The hole in your skull still has to be closed, and all the tissue, skin and hair where the hole was has to grow back as well. The healing process, as a whole, takes no less than three days."

Done, Homura looks away and bites her lip. This isn't the first time she's had a hole in her skull. The last time, though, it was under a more controlled situation. This time, she had lain in the alley, alone, unnoticed, until she was able to move. At that point, Homura started the long struggle towards home, every muscle in her body aching. All the lights in her apartment were doused and she was forced to more or less constantly push stockpiled Grief Seeds to her Soul Gem to keep it from clouding over; Kyubey was thrilled at the feast (or at least as thrilled as a creature who views emotions among its race as a mental disorder can be), but Homura wasn't happy to have to drain her store of Grief Seeds.

"I…" Mami stares down at her lap, and Homura is startled to see tears gathering at her eyes. "I…"

Homura shakes her head irritably. Am I actually feeling sympathy for someone who tried to kill me three days ago? "You thought it would be a quick death, yes? A painless death? You thought you'd be "putting me down" the way someone would a rabid dog?" Homura gets a picture of herself as Old Yeller and grimaces. "I have no intention of harming Madoka. Nor Miki Sayaka." That's true enough. Though she and Sayaka often end up coming to blows, Homura never starts with the intention to hurt her. Her eyes narrow. "If this sort of behavior is typical of you, I'd say you're more of a threat to them than I am."

Mami has bitten her lip so hard that a thin trickle of blood oozes down her chin; unusually for her, she doesn't notice. "I… I'm sorry." Homura can't tell if it's horror, mortification, remorse, or abject terror that accompany the words choked out of her throat.

Homura's lip curls, but the sheer torrent of emotions doing battle upon Mami's skin does not provoke the rage that it should have. Sorry indeed. Sorry that I lived to tell the tale. All the same, if ever she needed proof of just how profoundly broken Tomoe Mami is, this would be it. so broken that the first solution she looks towards is murder.

Good grief, what a creature.

However unwillingly, her anger cools in her stomach. Mami is as much a victim of this corrupt system as any Puella Magi. She almost always proves a hindrance in Homura's struggles to save Madoka, but she's still a victim. So broken. Always so broken. And am I really feeling sympathy for someone who tried to kill me less a week ago?

Then, her eye is attracted to black sparks flying from the ring on Mami's finger. Immediately, Homura is irritated. "Here" she mutters, taking one of her last stockpiled Grief Seeds and, as surreptitiously as she can, pressing it on Mami. She's well aware of the significance of that, but doesn't care. "For God's sake, clean your Soul Gem."

Candeloro was always a difficult fight, for more reasons than one. The last thing Homura needs is Mami going Witch in the middle of a school cafeteria.

-0-0-0-

If the forms of Witches and their barriers are supposed to be symbolic, then Homura has always wondered just what it says about the Dessert Witch that she has an outer form that's harmless and an inner form that's deadly.

But alas, Homura's not going to get the chance to ask her that, not today or any other day (In this timeline, that is). The Dessert Witch's second form has been struck down with a bad case of indigestion.

An explosive case of indigestion, as it happens.

Perched atop the chair reserved for guests of the Witch, Homura watches coolly as the witch explodes in a burst of blinding light. The force of explosion blows her hair back from her face, but she stays where she is, unafraid. The Witch can no longer harm her.

Her grim work done, Homura hops down from the chair before the barrier can evaporate, leaving behind naught but the Witch's Grief Seed, a very confused Madoka and Sayaka, and an extremely confused, very much still alive Tomoe Mami, standing a few feet behind Homura and gaping at her like a fish gasping for water.

In the stunned silence that follows, Homura calmly goes to recover the fallen Grief Seed. Sayaka tries to raise a fuss, but Madoka hushes her and Homura wasn't listening anyways. Her kill, her Grief Seed. Mami wasn't up to it (wasn't smart enough to listen to a fellow Puella Magi trying to warn her about the dual nature of the Witch); it's only fair.

From there, she tries to leave without moving to answer anyone's questions—Homura has planning to do and she would do it better if she didn't have these constant distractions.

But, of course, one of them has to flag her down.

"Wait."

Fighting the urge to simply stop time and leave without having to answer any questions (Homura tries not to waste her energy that way), Homura stops dead in her tracks. She turns to see Mami, who has one curled hand held close to her heart and a still-stunned but serious look on her face.

Mami smiles a weak, shaken smile. "Thank you for saving me. I don't think I'd still be alive if you hadn't intervened." The smile fades from her face. "But… why?"

Homura looks away. She can't remember the last time Mami thanked her for anything, in any timeline. "Why didn't you listen to me?" Instead of actually answering that question, Homura feels it better to make demands. "I told you the Witch had two forms, didn't I?"

At this, Mami blushes and laughs nervously. "Ah, yes. I… I'm sorry; I guess I didn't take you seriously."

And again, rather than confronting an issue presented to her, Homura settles for skirting around it again. "And don't bring them—" she points towards Sayaka and Madoka, the former of whom looks indignant at the tone Homura's taking and the latter of whom still looks confused but hopeful now as well "—along with you again. Their presence obviously distracts you and their lives aren't yours to risk. If you're that desperate for companionship in battle, I'll fight Witches with you. Don't drag them into this."

Mami blinks, freshly stunned once more. "…Why?" she asks blankly. "Do you even like me?"

Homura squares her jaw and glares at Kyubey, who she notices for the first time hovering at the edge of the shadows, tail twitching slightly. "You're a horrible judge of character, too."

-0-0-0-

They stand almost shoulder-to-shoulder, watching as the barrier of the Class Representative Witch vanishes along with the dead Witch. Mami, who dealt the final blow to the Witch, goes to claim the Grief Seed. Homura lets her. She has plenty; she's not going to get into a turf war over Grief Seeds with Mami.

She sighs and brushes her hair back from her face. It's late, and there's a science test tomorrow; Homura really needs to get some sleep, even if she's done that test so many times that she has quite literally memorized all the answers. Homura knows how to milk the sympathy that comes with being a "frail, often-ill sort of girl", but she'd rather not show up to school with circles under her eyes.

"Ah, Akemi-san?"

Homura looks towards Mami, who has reverted to her schoolgirl form. "I think my apartment is closer than yours. Do you want to stay over?" she asks, with a tremulous emotion in her voice that it takes Homura a while to recognize as hope.

For a moment, Homura wonders if she should say yes. For a moment, she wants to say yes. But then, common sense kicks back in. "No thank you," she says quietly, and leaves Mami standing there, wistful and sad.

Mami was only asking because she's so desperately lonely. She'd have asked anyone else the same question.

-0-0-0-

In a timeline without Madoka, Mami starts calling Homura "Homura-chan." She's never done this before, and Homura doesn't know why she's starting now. Her behavior towards Mami hasn't been much different than it has in any other timeline, and their hardly what anyone would call close friends.

But she lets her.

With the Old Yeller reference, yes I know there's no rabies in Japan. But that doesn't mean Homura doesn't know about Old Yeller.