Puella Magi Madoka Magica: Episode List

1- "Yume no Naka de Atta, Yō na..." ("I First Met Her in a Dream, or Something...")
(夢の中で会った、ような…)

Airdate: January 7, 2011

14 year-old Madoka Kaname has a dream in which a dark haired girl is struggling against an evil force.

As Madoka wakes up and goes to school that morning, the very same girl, Homura Akemi, enrolls in her class. Even stranger, Homura seems to know Madoka and later confronts her in the hallway about whether she cares for her friends or not, saying she should not try to change her life, lest she risk losing everything.

After school, whilst visiting a record store with her friend, Sayaka Miki, Madoka hears a voice calling for help. Following it to a floor under maintenance, she finds a small creature named Kyubey being attacked by Homura. As Homura insists that she hand Kyubey over, Sayaka helps Madoka and Kyubey escape by discharging a fire extinguisher on Homura.

While fleeing, they are caught in a strange illusion and approached by strange creatures. However, they are rescued at the last second by another girl named Mami Tomoe, who transforms into a magical girl and defeats the creatures, dispelling the illusion. After allowing Homura to escape, Mami heals Kyubey, who tells Madoka and Sayaka he intends to form a contract with them to make them magical girls.

2- "Sore wa Tottemo Ureshii Natte" ("That Would Be Truly Wonderful")
(それはとっても嬉しいなって)

Airdate: January 14, 2011

After bringing Madoka and Sayaka to her house, Mami, along with Kyubey, provides the girls with some much-needed explanations. She explains how a Soul Gem gives a magical girl her power, and how it is born out of a contract made with Kyubey. He tells them he has the power to grant any wish, but in exchange, those who make wishes must become magical girls in order to fight witches: dangerous creatures, born out of curses, who regularly kill humans. Mami reckons that it's a difficult choice, and thus offers to take Madoka and Sayaka with her on a witch hunt, in order to help them decide if there's a wish worth risking their lives for.

They also discuss Homura's apparent attack. Kyubey tells them the target was not Madoka, but him: she intended to prevent them from meeting. Her reasons are unknown, but they speculate it could be to avoid competition: vanquishing witches brings rewards to the victor, for which magical girls occasionally clash.

The next day, Kyubey, who cannot be seen by normal people, accompanies Madoka and Sayaka to school (much to Sayaka's surprise), where they learn that they possess the ability of telepathic communication, mediated by Kyubey. While discussing their future on the school's rooftop, Homura approaches Madoka once again. She admits her objective was to keep Kyubey from making a contact with her, which was Mami and Kyubey's suspicion. Now that she has failed, she restates her previous warning to Madoka. While walking away, Madoka asks what her wish was, but Homura, visibly disturbed, remains silent.

After school, Madoka and Sayaka meet Mami for the witch hunt. Sayaka brings a baseball bat, while Madoka shows them sketches of magical girl designs (including one of herself) drawn in class, to the other girls' laughter and her embarrassment. Using her Soul Gem, Mami traces the aura of the witch from the previous day back to an abandoned building, lecturing them about the dangers witches present to the human population along the way. They arrive just in time for Mami to save a woman from committing suicide by jumping off the building's roof. She points to a strange mark on her neck: a "witch's kiss," signaling that she was being controlled by the nearby witch. Entering the building, the witch's barrier reacts to Mami's Soul Gem, opening a portal, which the girls go through. After fighting their way through a maze filled with numerous familiars, they reach the lair of the witch, Gertrud. Mami engages her alone, summoning and firing a large number of rifles at the witch. However, her familiars manage to bind Mami, slamming her forcibly against against a wall. To Madoka and Sayaka's horror, she appears to be unconscious, but then calmly opens her eyes and reassures them: her previous shots had summoned strings, which now have completely immobilized the witch and her familiars. Taking the opportunity, she summons a large cannon and fires her ultimate attack, "Tiro Finale," claiming victory.

After the barriers dissolves, she picks up a strange object from the ground: a Grief Seed, a "witch's egg." She explains it is the reward she talked about the previous day: using magic depletes the Soul Gem's power, as shown by the dimming of its light; using a Grief Seed, the dim is absorbed by it, leaving the Soul Gem brighter and restoring the lost power. After using it, she throws it down a dark hallway to a hiding Homura, who watched over the events. Homura refuses to share it, and throws it back to Mami. She then leaves, much to the other girls' annoyance.

In the credits, Mami wakes up and comforts the woman she saved from suicide, while Madoka and Sayaka watch with admiration. Later, in her room, Madoka colors her drawing, thinking of how wonderful it would be to help others, like Mami.

3- "Mō Nani mo Kowakunai" ("I'm Not Afraid of Anything Anymore")
(もう何も怖くない)

Airdate: January 21, 2011

Sayaka visits a hospitalized boy named Kyousuke Kamijou, who was a violin player she admired when she was little, but then suffered a serious injury in his wrist, preventing him from playing. They listen to classical music together rather happily, but then Kamijou starts crying quietly.

After another witch hunt in which she defeated a familiar, Ulla, Mami tells Madoka and Sayaka that she was involved in a deadly traffic accident and didn't have time to think about her wish. She also warns Sayaka to be aware of her true intentions while wishing for other people's sakes, and recalls that the precedent she knows is not a happy one. Later that night, as Madoka helps her drunk mother to bed and talks with her father, Mami is approached by Homura, who warns her about making Madoka a magical girl.

The next day, whilst visiting the hospital, Madoka and Sayaka find a Grief Seed that is close to activating. Madoka goes in search of Mami, whilst Sayaka and Kyubey remain near the seed and are engulfed by the forming barrier. Madoka soon returns with Mami, but as they enter the barrier, Homura confronts them and tries to warn Mami about the witch she intends to face. Mami ignores her and places her in a bind to stop her from following them. As they continue, Madoka mentions her wish is to simply to be a magical girl and help others, as she felt her current self was useless. Mami first tries to warn her off such a wish, and laments that her job as a magical girl has left her lonely and afraid, but feels relieved that Madoka wishes to fight alongside her.

The Grief Seed begins to activate, while a happy Mami fights off the minions of the witch. She later reaches the witch's lair, and appears to kill her. However, the witch suddenly transforms into a giant caterpillar, catching her off-guard and decapitating her with a huge bite. As Mami's headless body falls to the floor, the witch continues to chomp on her remains, as the horrified Madoka and Sayaka can only watch. Kyubey pleads them to make their wishes quickly and contract with him, but before they can do so, Homura, her bonds dissolving with Mami's demise, steps in and defeats the witch, claiming the Grief Seed. After some harsh words, she departs, leaving a deeply saddened Madoka and Sayaka alone, grieving for Mami.

4- "Kiseki mo, Mahō mo, Arun da yo" ("Miracles and Magic Are Real")
(奇跡も、魔法も、あるんだよ)

Airdate: January 28, 2011

After Mami's death in episode 3, Madoka and Sayaka are both crushed and frightened. Madoka begins holding doubts about becoming a magical girl, and tells Kyubey that she is too scared to become one at that moment. She visits Mami's apartment, crying, only to meet Homura outside as she leaves. Meanwhile, Sayaka continues visiting Kamijou at the hospital. Kamijou learns that he won't be able to use his left arm ever again, and out of frustration, becomes angry with Sayaka.

The same day, after Madoka has gone to Mami's apartment, she runs into Hitomi and discovers that Hitomi has a witch's kiss and is seemingly in a trance. Sensing a dangerous situation incoming, Madoka then agrees to follow her, only to find out that she was meeting others for a collective suicide. After stopping the process at the last second, Madoka then is swallowed by a witch's barrier.

The witch uses mind reading to demoralize Madoka with images of Mami's death, but Sayaka appears in the form of a sword-wielding warrior to rescue Madoka. She apparently used her wish to heal Kamijou, whose hand regained full function. Sayaka is now a magical girl, a fact that doesn't seem to please Homura.

The episode ends with the appearance of Kyoko Sakura, who intends to fight Sayaka for control of Mitakihara City.

5- "Kōkai nante, Aru Wakenai" ("There's No Way I'll Ever Regret It")
(後悔なんて、あるわけない)

Airdate: February 4, 2011

Sayaka fulfills her contract with Kyubey on the hospital's roof. Her soul gem is forged and she makes her debut as a magical girl. Sayaka visits the newly healed Kamijou at the hospital, where he remains until his legs recover and his miraculous healing is investigated. He apologizes for being so rude to Sayaka earlier. She cheerfully escorts him to the roof, where his parents and the hospital staff present him with his violin. Sayaka, listening as he plays it beautifully, reaches the pinnacle of happiness.

Madoka is deeply worried about Sayaka, and fears that the new magical girl may meet Mami's cruel fate. An optimistic Sayaka reassures Madoka that she's ready for anything. Nevertheless, Madoka arranges a date with Homura in the cafe to ask the veteran to protect Sayaka, or at least befriend and team up with her. Homura doesn't give Madoka the comfort she wanted, and instead declares that she won't make promises she can't keep. Explaining that magical girls have given up everything for their wishes and are beyond any hope of salvation, Homura tells Madoka to give up on Sayaka.

Still worried as ever, Madoka decides to accompany Sayaka on her patrols of the city. Sayaka tracks down a familiar, Anja, and engages it in combat. However, the rival magical girl Kyoko abruptly stops the fight, telling Sayaka that she shouldn't waste her power on a fight with a mere familiar. Kyoko reveals her technique of "farming witches": she lets familiars attack civilians, and waits until they've fed on enough humans to become full-fledged witches with grief seeds for her to harvest. Sayaka is outraged and refuses to tolerate such sinful behavior. Kyoko tries to beat Sayaka into submission, but that proves futile as the rookie heals herself and shrugs off wounds intended to put her out of commission for three months. Kyoko swallows the last bite of her taiyaki and initiates a duel to the death. That is, until Homura suddenly appears to protect Sayaka...

6- "Konna no Zettai Okashii yo" ("This Just Can't Be Right")
(こんなの絶対おかしいよ)

Airdate: February 11, 2011

As presented in the previous episode, Kyoko Sakura almost finishes off Sayaka, only to discover that her spear is stabbing thin air and Homura has intervened. Sayaka is quickly knocked out by Homura. Annoyed, Kyoko asks Homura whose side she is on. Homura then states she is always with the cool-thinking people and against the troublemakers, demanding that Kyoko identify which group she belongs to. Kyoko complains, but retreats. Madoka asks Homura if she came to save Sayaka, but Homura berates Madoka for not following her advice at all. She warns that next time she may consider other (presumably brutal) options to make the fool listen, leaving Madoka horrified.

Sayaka uses a Grief Seed to clean her Soul Gem, and asks Kyubey how important it is to do so. Kyubey answers that it's needed to strengthen her magic. He advises Sayaka to get more Grief Seeds in order to become stronger, and tells her that if Madoka contracted, she'd have the power to defeat rivals like Kyoko. However, Sayaka firmly rejects the idea of involving Madoka.

Homura approaches Kyoko in an arcade and proposes a deal to let Kyoko have the city as her territory, but forbids her to attack Sayaka. Kyoko offers Homura a snack in a gesture of cooperation.

Madoka, concerned about the violence between Sayaka and Kyoko, tries to persuade Sayaka to seek a truce. She argues that Sayaka and Kyoko are both magical girls, who are supposed to battle witches, not each other. Sayaka rejects the idea, pointing out that selfish magical girls such as Kyoko intentionally let familiars attack humans, resulting in the deaths of innocent victims. Next time, it may even be Madoka's parents or Tatsuya.

Madoka, deeply worried about Sayaka, asks her mother for advice. She tells Madoka that people sometimes need to make mistakes. If there's no right answer, it's necessary to be wrong - something she believes Madoka must learn how to do gracefully in order to become an adult.

The next evening, Sayaka is once again confronted by Kyoko, who goads her into another fight on top of a highway bridge. However, before the battle starts, Madoka arrives and seizes Sayaka's Soul Gem, the source of a magical girl's energy, throwing it off the bridge in the hope of stopping the fight. To Madoka and Kyoko's shock, this causes Sayaka to suddenly collapse, lifeless. Kyubey says Madoka has just thrown Sayaka. It turns out that as part of the contract, the Soul Gem literally contains a magical girl's soul, with their body becoming a mere shell that turns limp and lifeless if the Soul Gem is more than 100 metres away from them.

Appalled, Kyoko explodes, claiming that what Kyubey has done is practically turning girls into zombies. Kyubey expresses his difficulty in understanding all girls' repulsion towards the idea, describing how useful the arrangement is for enabling girls to survive witches' attacks. Meanwhile, Homura rushes to retrieve the Soul Gem and brings it back to Sayaka in order to revive her. Sayaka wakes up, not remembering anything that happened after Madoka threw her gem away.

7- "Hontō no Kimochi to Mukiaemasu ka?" ("Can You Face Your True Feelings?")
(本当の気持ちと向き合えますか？)

Airdate: February 18, 2011

The episode begins with Sayaka in her room, outraged at the fact that Kyubey lied to her and Madoka about the relocation of a magical girl's soul upon making the contract. Kyubey explains that he offered her the contract, and she accepted: in return for a wish, Sayaka has dedicated her life to fighting witches. Because she never asked about the details, Kyubey saw no need to tell her. Kyubey adds that because a magical girl's consciousness is separated from her body, she is able to endure pain that would break a normal person. Touching her Soul Gem, he inflicts a pain on Sayaka equivalent to being stabbed by a spear, as a demonstration of what the pain would be like if her soul were not transferred into the soul gem. She collapses and contorts on the floor for several seconds. Ominously, he notes that although Sayaka can completely ignore any pain if she so chooses, doing so can drastically reduce reaction time to injuries.

The next day, Madoka notices that Sayaka is absent from school and begins to worry. During lunch break, Madoka meets with Homura on the roof of the school and questions her about why she told neither Madoka nor Sayaka about the true nature of the Soul Gem. Homura explains that she had tried to do so before with others, but that no one believed her. She again advises Madoka to avoid involving herself with Sayaka, and tells her that she should not confuse gratitude with responsibility; even though Sayaka has saved Madoka's life, Madoka is not in debt. Homura explains that when a magical girl makes a contract with Kyubey, they are receiving a miracle that may well be worth more than a life. Even if Sayaka had spent her entire life caring for Kamijou, there would have been no chance of him returning to playing the violin. Kyubey grants the impossible, and thus a magical girl's side of the contract is dedicating the rest of her life to fighting. Madoka asks if there's any way for it to end, and Homura bluntly tells Madoka to give up on her friend. Madoka wonders aloud how Homura can be so cold, and Homura responds introspectively, saying, "Perhaps it is because I am no longer human."

Meanwhile, as Sayaka is laying in her bed, tortured by her emotions over Kamijou, she receives a telepathic message from Kyoko who is outside her house, holding a bag of apples. Kyoko tells her that she wants to talk. Sayaka complies and the two head towards an abandoned church. When they arrive at the church, Sayaka asks why Kyoko brought her here. Kyoko offers Sayaka an apple but when Sayaka throws it away, Kyoko angrily walks over to her and lifts her up by the collar, telling her not to waste food. After Kyoko calms down, she starts telling Sayaka about her past and why she chose to become a magical girl as well as the wish she made. Back when Kyoko was younger, her father used to preach at a church. However, her father's preachings began to stray from the original church's teachings, and he was excommunicated. This left Kyoko and her family poor, and Kyoko hated that no one listened to her father's words, so she made her pact with Kyubey to become a magical girl. Her wish was for people to listen to her father. People came in droves to listen to his preaching, and Kyoko fought witches in return for her wish, believing idealistically that she and her father would change the world through this way. Somehow, her father found out about Kyoko's wish, and that the people who came to worship did not do so out of faith, but out of magic. Calling her a witch who tempted men's souls, Kyoko's father snapped under the realization, and one night drank himself into a rage, and forced the family into suicide. Only Kyoko was left alive.

After Kyoko finishes telling her tale, Sayaka asks why Kyoko bothered to tell her. Kyoko tells Sayaka that she is headed on the same path as she once was when she became a magical girl, and she wants her to avoid those mistakes, and live for herself instead of for others. Sayaka apologizes to Kyoko for misunderstanding her, but informs Kyoko that she will never regret making a wish for someone else. She believes strongly that she will use her powers to save others, and keep those around her safe. In a moment of self-righteousness, Sayaka asks Kyoko where she purchased her apples. Kyoko is unable to answer. Sayaka guesses that the apples were stolen, and turns away, telling Kyoko that she cannot accept stolen food, and cannot in good conscience be thankful for Kyoko's offer in the first place. She then leaves the church, secure in her morals, leaving Kyoko in frustration.

Sayaka attends school the next day, and is joined by Madoka and Hitomi. Madoka worries, but Sayaka assures her she's fine. Sayaka's close friend Kamijou is also in attendance for the first time after being discharged from the hospital. Madoka says that Sayaka should go and see him, but Sayaka declines. After school, Hitomi asks Sayaka to meet her at a cafe where Hitomi tells her that she has had a crush on Kamjiou for a long time. This startles Sayaka, but Hitomi says that she will give her one day to confess, because she knows Sayaka has feelings for him too. Though if she cannot confess in one day, Hitomi will do so.

As night approaches, a depressed and confused Sayaka is heading out to hunt witches. She finds Madoka waiting outside. Madoka asks if she can come along, to keep Sayaka company, and this triggers Sayaka's held-back emotions. Sayaka begins to cry, saying that for a moment, she had regretted saving Hitomi's life before, and that she was no good as a moral figure of justice. She reveals that she feels as though she cannot ever face Kamijou with a shell of a body, and is emotionally torn and grieving over the apparent loss of both her humanity and her chance to be with the one she loves. After being comforted by Madoka, Sayaka appears to regain composure, and they head out.

Atop a scaffolding, Kyoko is idly watching a witch's barrier while eating an ice cream bar. Homura appears silently behind her, and asks her if she is going to allow Sayaka to take her kill. Kyoko at first brushes this off, telling Homura that since it's an actual witch and will drop a Grief Seed, that it isn't a waste like before. However, she notices strange behavior in the barrier, then curses, muttering that Sayaka is botching the fight. The scene switches to Sayaka and Madoka within the barrier; the witch is seated in a prayerlike position on top of a long arm holding a monstrance. Sayaka is then seen charging forth at the witch, Elsa Maria, which defends itself with snakelike animals and gnarled branches and vines. It fends off Sayaka, injuring her, and Kyoko soon comes to her rescue. Kyoko is about to attack the witch when Sayaka gets up and tells her to stay out of it. Sayaka again rushes forward, this time cutting past the vines, and reaches the witch. She slashes at the witch repeatedly, and begins to laugh insanely while blood splatters on her face.

"He [Kyubey] was right. If I don't want it to, it doesn't hurt at all," are Sayaka's closing lines before she bisects the witch, referring to Kyubey's comment in the beginning of the episode about purposely numbing pain. The scene fades to black, and Madoka's voice is heard pleading, "Stop. Please stop."

8- "Atashitte, Honto Baka" ("I Was Stupid, So Stupid")
(あたしって、ほんとバカ)

Airdate: February 25, 2011

Sayaka finishes off Elsa Maria, but refuses to use the Grief Seed, giving it to Kyoko, and doesn't feel well afterwards. Madoka helps her go back home. They are sitting on a bench with Madoka crying over Sayaka's actions. Sayaka tells that all that is left for her in life is fighting witches. Madoka tells that she wants to make Sayaka happy, but Sayaka runs away, telling Madoka not to follow her, while her Soul Gem is dimming.

Kyoko and Homura are talking about Walpurgisnacht in Homura's apartment, Kyubey appears uninvited and tells them about Sayaka's current condition. Madoka goes to Sayaka's apartment to find out that she's been absent since the day before. As Hitomi and Kyousuke are walking home, the two of them stop in a park and have a lively conversation. Sayaka watches from afar.

Homura speaks with Sayaka, trying to get her to use a Grief Seed, but Sayaka refuses. Sayaka accuses Homura of putting up false pretenses and always lying to them. Homura admits she is just doing things for Madoka's sake and prepares to kill Sayaka, but Kyoko interferes. Homura uses a flashbang grenade and escapes.

Sayaka is riding in a train where two men are discussing and badmouthing their girlfriends and generally acting misogynistic. She interferes, asking them how they can speak this way about women who love them. Her train of thought grows progressively more fatalistic as she wonders why she bothered trying to save such a worthless world, and she begins to transform into darkness.

Madoka talks with Kyubey and he tells her about her apparent power. She seems to almost agree to become a magical girl, but Homura suddenly appears and riddles Kyubey's body with bullets before she can form a contract with him. Homura then breaks down in tears in front of Madoka, who has a strange moment of realization and asks if she has met Homura before. Before Homura can answer Madoka excuses herself and goes searching for Sayaka, ignoring Homura's calling out to her. Another body of Kyubey appears and eats his previous dead body. Kyubey realizes that Homura is a person from another time, and Homura says Kyubey's real identity is that of an "Incubator."

Kyoko finds Sayaka and sees that her Soul Gem is almost completely dark. Sayaka says that the hope and despair must always be in balance, starts crying, and her Soul Gem explodes, creating a maze with Sayaka apparently becoming a witch.

The episode ends with Kyubey noting "since this country calls women who are still growing up shoujo (少女 girls), for girls who on the way of becoming majo (魔女 witches), it's logical to call them mahou shoujo (魔法少女 magical girls)."

9- "Sonna no, Atashi ga Yurusanai" ("I'd Never Allow That To Happen")
(そんなの、あたしが許さない)

Airdate: March 4, 2011

Sayaka becomes a witch and Kyoko enters her maze, holding Sayaka's now soulless body. Homura saves Kyoko and while they are walking off, they meet Madoka, worried upon seeing Sayaka's body. Homura explains everything to Kyoko and Madoka.

When Madoka is crying alone in her room, Kyubey enters and explains everything in detail to her. He reveals that he is a member of an extraterrestial, emotionless society, worried about the total energy in the universe lowering due to entropy[1]. Puella Magi and witches are a way to counter this, creating energy from wavering emotions of young girls. As Kyubey and his peers are emotionless, they are unable to produce such energy themselves. Because of this, they also don't understand the concept of human morals. Madoka is saddened and angry because of all those revelations she has just heard.

Kyoko is maintaining natural heat of Sayaka's body using her magic. She asks Kyubey whether it is possible to recover Sayaka's Soul Gem. He dodges the question, saying that nobody ever tried it before and due to the very existence of Puella Magi is contradictory, such achievement wouldn't surprise him.

The following day, Hitomi attempts to speak to Madoka but Madoka avoids her. Kyoko makes Madoka skip school, with a quest to rescue Sayaka instead. She explains her plan to ignite human emotions in the witch whom Sayaka became, by having her best human friend talk to her. Madoka agrees, and they go to witch-Sayaka's maze. Madoka tries talking with Kyoko protecting her, but with no effect. Kyoko commits suicide, also killing the witch, while Homura (who went out from school and entered the maze to protect Madoka) takes fainted Madoka out.

The episode ends with Homura and Kyubey talking in Homura's house, with Kyubey revealing that rescuing Sayaka was in fact impossible, but he didn't stop Kyoko from doing so to make Madoka become a Puella Magi, given that Homura alone will not be able to win against Walpurgis. Homura says that she won't allow it.

10- "Mō Dare ni mo Tayoranai" ("I Won't Rely On Anyone Anymore")
(もう誰にも頼らない)

Airdate: March 11, 2011

This episode centers around Homura. Most of the mystery behind her origin and behavior in previous episodes is explained.

Timeline 1

In the original timeline for Homura, she was a normal human girl suffering from a heart disease. She is shown just released from the hospital and transferring to the Mitakihara Middle School, similar to the first episode. She differs in appearance to the Homura we know, though - she wears glasses and wears her long hair tied in two braids. Her personality also feels different - she is a lot more shy and clumsy.

Madoka, Sayaka and other new classmates try to befriend Homura, which makes her feel uneasy. During a talk with Madoka, she admits finding herself worthless, not unlike Madoka does in the timeline of other episodes. Homura's problems during math and sports classes (probably related to being out of school for a long time) contribute to her depression, which makes her get suicidal thoughts on the way from school.

Presumably because of these thoughts, she wanders into the barrier of witch Izabel. She is quickly saved by Puella Magi Madoka and Mami, with Madoka asking her to keep their jobs a secret from schoolmates. Later, during a visit at Mami's apartment, Madoka reveals that she's been contracted only for a very short time. Homura feels fascinated about her magical friends, similar to how Madoka acts in initial episodes.

Some time later, Madoka and Mami fight Walpurgis Night together, with Homura following them as a human. Mami is defeated quickly, then Madoka apparently manages to defeat the witch, but at the expense of her own life. Homura cries over Madoka's dead body, and accepts Kyubey's proposal to become a Puella Magi, her wish being "I want to redo my meeting with Kaname-san. Instead of being protected by her, I want to protect her!" The contract is formed, with Kyubey commenting that the wish has "surpassed entropy".

Timeline 2

Homura wakes up in a hospital, on the date she was released in the previous iteration, having a Soul Gem in her hand. After transferring to school, she instantly tells Madoka about becoming a Puella Magi, hoping for good cooperation.

Madoka and Mami train Homura the Puella Magi, who turns out to be extremely clumsy, despite having the very powerful ability of stopping time. Meanwhile, Homura reads online guides about making explosives, contributing to improving her skills. While still clumsy, she plays the most important role when the trio - now good friends - fights with the witch Patricia.

The next scene shown is after the Walpurgis Night - after defeating the witch, Madoka's Soul Gem turns into a Grief Seed and she becomes a witch.

Timeline 3

The time goes back again, and Homura wakes up at the exact same place and time as previously. Scared and angered by the discovery of the true nature of the contract with Kyubey, she decides to tell the other girls immediately. Sayaka, who in this timeline became a Puella Magi, too, doesn't believe her and accuses her of collaborating with Kyoko, whom apparently only Homura has met yet.

Sayaka also tells that she feels afraid of Homura's explosives, which makes Homura go to a meeting of some armed formation (the building is labeled "Shaft Industries" (射太興業 Shafuto Kōgyō)) and steal some firearms, all on frozen time. Since Sayaka turns into a witch, presumably for similar reasons as in Episode 8, Homura uses the firearms during the fight with her to protect Madoka, and also defeats her, even though Madoka and Kyoko try to make Sayaka human again in a fashion similar to Episode 9.

Upon seeing the true nature of Puella Magi herself, Mami breaks down and attempts to kill all the magical girls, including herself, in order to prevent their eventual transformation into witches. She kills Kyoko first by shooting her Soul Gem and attempts to kill Homura by binding her, but before she can do so, Madoka uses her beam arrows to kill her. The remaining two fight on the Walpurgis Night together, and defeat the witch, having their Soul Gems fatally tainted, though. Madoka heals Homura with a Grief Seed she was hiding, and asks Homura to prevent her from becoming a Puella Magi next time she'll go back in time. Homura agrees, and grants Madoka one more wish of hers - killing her to prevent her from becoming a witch.

Timeline 4

Upon waking up in the familiar hospital, Homura changes her presence by magically healing her eyes, wearing the hair down and taming her emotions - just how she looked in all the previous episodes. She warns Madoka at night (with Madoka recognizing her to some extent as she says "Homu...") and goes hunting all the witches.

On Walpurgis Night, the dream sequence from Episode 1 is shown again. Homura watches Kyubey persuading Madoka and screams to prevent her from forming the contract, but Madoka doesn't seem to hear it.

Off-camera, Madoka forms the contract and defeats the witch with just one shot, but becomes a witch (Kriemhild Gretchen) herself shortly after. Kyubey comments that she may destroy the whole Earth in near future. He has collected an enormous amount of energy from her already, though, so he doesn't care about it anymore.

Homura refuses to fight Madoka the witch, saying that "This is not my battlefield," which makes Kyubey realize that she's from a different timeline.

Additional Timelines

Homura insists on repeating that particular period of time (between her awakening in the hospital and the Walpurgis Night), no matter how many times it takes, until she saves Madoka. She kills Kyubey, but he respawns in a new body, which she chases. However, he is saved by Madoka in an encounter similar to Episode 1. Most likely, these events are taking place in one of many timelines that fall between Timeline 4 and the timeline shown in Episodes 1 through 9.

Homura's monologue reveals that she is devoted to saving Madoka no matter how many times she'll have to retry.

11- "Saigo ni Nokotta Michishirube" ("The Only Thing I Have Left To Guide Me")
(最後に残った道しるべ)

Airdate: April 21, 2011

The episode opens with Kyubey talking to Homura in her apartment. He has guessed everything about the nature of Homura's magic and wish, and comments that Madoka's great magical power developed precisely because of that wish. By repeatedly going back in time, Homura inadvertently caused the creation of several parallel universes centered around Madoka; the accumulation of karma from each timeline manifested itself as Madoka's magical power. In this manner, Kyubey says, Homura has created an "ultimate witch."

The media report that the dead body of Sayaka has been found in a hotel room, with no trace to a possible cause. Madoka, along with other classmates, attends her funeral (including Kamijou and Hitomi). When asked by her mother whether she knows anything about the cause, she says that she doesn't.

Kyubey talks to Madoka in her room, expressing that he does not understand why humans can experience the death of a single person with so much emotion, and tries to explain the behavior of his race. He makes a comparison to humans raising animals for their meat, calling it an "ideal symbiotic relationship." However, he admits that the comparison is imperfect as Incubators actually recognize humans as sentient lifeforms. He then proceeds to show Madoka the "common history of mankind and Incubators," revealing that some well-known historical figures (e.g., Cleopatra, Himiko, and Joan of Arc) were in fact magical girls. He refuses to admit his own fault in the cruelty of the magical girl system, claiming that the wishes of girls in question are to be blamed as any wish can be twisted by its own logic. He even comments that if Incubators never came to the Earth, humans would "still be living naked in caves."

Junko Kaname and Kazuko Saotome meet and talk about the death of Sayaka, as well as about Madoka's change in behavior. Kazuko says that this all happened during Sayaka and Hitomi's "fight" over Kamijou and mentions that this is rather hard on Hitomi as well. A very depressed Junko blames herself for being a terrible mother, not being able to help her daughter during a hard time; Kazuko tries to comfort her saying that Madoka needs more time to handle herself and that Junko should believe in her.

Madoka visits Homura's house, where she asks her if it is really not possible to defeat Walpurgis Night alone, as Kyoko said. Homura denies Kyoko's words, but Madoka finds it difficult to believe her. Homura then reveals her true identity and history to Madoka, hugging her.

Walpurgis Night comes. All civilians have been evacuated because of an intense storm, thought to be a supercell; it is revealed that the storm was caused by Walpurgis, who is so powerful that she does not need to hide within a barrier. Homura starts to fight the witch using a large number of weapons, including rocket launchers, explosives, and a petrol tanker. However, the witch withstands her attacks, and even starts sending familiars to further attack Homura.

Madoka leaves the main hall of the shelter where her family was evacuated in order to talk with Kyubey. He avoids giving a clear answer on whether or not Homura can defeat Walpurgis Night by herself, persuading Madoka to go see it herself. He also comments that Homura is able to fight because of her hope, which can always be sustained: in the worst case, she can turn back time and try again. Losing her hope would mean turning into a witch; as long as she has hope, there is no escape from her ultimate fate. "Just like all magical girls throughout the history," he remarks.

She proceeds to go outside, but is stopped by Junko. Madoka tells her that she is aware of all the people caring for her, but there's something only she can do to help with the disaster befalling the city. She asks her mother to believe in her, and Junko eventually lets her leave.

After several desperate but unsuccessful attempts to defeat Walpurgis Night, Homura runs out of time. Homura is about to lose hope, realizing that going back in time would only make things worse. Her Soul Gem is near total corruption. Before she can become a witch, however, Madoka grabs her hand and tells her not to worry, with Kyubey in the background. The episode ends with Homura telling Madoka not to do what she's about to do, and Madoka apologizing to her.

12- "Watashi no, Saikō no Tomodachi" ("My Very Best Friend")
(わたしの、最高の友達)

Airdate: April 21, 2011

The episode starts with Madoka comforting an injured Homura, telling her that she finally understands what Homura had gone through and promising to take care of everything, despite Homura's anguish at the prospect of seeing Madoka become a witch. Madoka then stands up and, at Incubator's urging, finally makes her wish: "I wish to erase all witches from existence before they're even born. Every witch in the universe, from the past and the future, with my own hands". As promised by Kyubey her wish is granted and she becomes a goddess, breaking the Incubators' system at the same time. The next half of the episode is an in-depth animation of said transformation.

The first sequence is a short discussion with Kyoko and Mami: Mami warns Madoka of the consequences of her wish, while Kyoko encourages her in her usual forceful way. Madoka is then seen travelling through space and time, healing defeated magical girls (among which we can see historical figures such as Anne Frank, Cleopatra, and Joan of Arc).

The consequence of her becoming a Magical Girl quickly follows the "rescue" of the other magical girls: due to her wish, the laws of nature have been altered, and the old world will be put to an end in order for a new one to take its place. Homura witnesses the Earth being swallowed in despair from the moon, where she also sees Madoka's soul gem, now the size of an asteroid, traveling through space.

The gigantic soul gem collapses into a Grief Seed and Madoka's new planet-sized Witch form is unleashed: However, true to her word, she erases her own Witch self from existence. The resulting paradox removes Madoka from the universe.

The cosmic sequence continues with Madoka losing her physical humanity to become a force of nature, detached from mankind; however, she is now suspended in interdimensional space, in contact with everyone and everything. After a sequence highly open to interpretation, she finally parts with a tearful Homura, giving her her ribbons as a souvenir with the promise that they may meet again.

The scene cuts to an audition where Kyousuke is playing Charles Gounod's Ave Maria. In two of the seats in the audience are the spirits of Madoka and Sayaka. Madoka apologizes for causing Sayaka trouble, and says that she believes her sacrifices were not in vain. Sayaka responds that she only wanted to hear Kyousuke play one last time, as many more would come to see him in many years to come; she states that she has no regrets and that she believes Hitomi (who is hiding behind the curtain watching the performance) and Kyousuke will be a happy couple, and that while it still hurts a little to see them together, she cannot hold it against them anymore. The two get up and depart, and the scene cuts to Kyousuke as a famous violinist; as the audience applauds for him, he is struck by a memory of the hospital and says Sayaka's name.

Mami and Kyoko, now alive, fight a creature together (revealed later to be a "demon"), and find that Sayaka had used the last of her magic to help Kyousuke and thus disappeared from existence. Mami reflects on how the fate of a magical girl is to disappear before they can cause grief; Homura, wearing the ribbon and thinking of Madoka, says her name and starts crying, and it is revealed that nobody in this world remembers Madoka but her. Homura later sees Tatsuya drawing a picture of Madoka in the sand; she talks to Madoka's parents and find that they also have no memory of their daughter, though she seems to manifest as Tatsuya's imaginary friend. Junko comments that the name Madoka feels nostalgic.

Homura then discusses her story with Kyubey, who says that it's possible everything Homura went through could be her imagination, and there would be no way to prove otherwise. However, he remarks that the concept of harvesting witches for energy would be more efficient than the new method: because there is still grief in the world, it manifests in the form of demons that the magical girls must fight, who upon defeat drop cube-shaped pieces much like Grief Seeds. Homura reflects on the new universe, thinking that this corrupted, grief-filled world is what Madoka sought to protect -- but she will never forget Madoka's wish. She then leaps upon the demons, extending wings of light from her back and carrying a bow and arrow.

After the credits, Homura walks through what looks like either a wasteland or a barrier towards a bunch of demons. Black wings sprout from her back, containing distorted images that resemble those of a witch's barrier; Madoka's voice encourages her, and Homura springs upon them to fight.

And with some hopeful words, Puella Magi Madoka Magica comes to an end.