Краткое содержание 11-12 серии М: Kyubey tells Homura that through each timeslip she has gone through, Madoka's potential has grown stronger. After Sayaka's funeral, Kyubey shows Madoka the history of the Puella Magi, sending her into a great depression. Later, Madoka goes to see Homura to ask about Walpurgisnacht, where her emotions finally emerge and her desire to protect Madoka are revealed, begging her not to get involved. As a storm hits the city and the citizens take shelter, Homura stands alone to face Walpurgisnacht, throwing everything she has at it but still facing dangerous odds as she runs out of magic in the process. As Madoka goes to Homura, her mother, Junko, tries to stop her, but Madoka convinces her to let her go. As Homura's despair of being unable to defeat Walpurgisnacht almost turns her into a Witch, Madoka arrives with Kyubey, apologising for what she is about to do. Madoka makes the decision to become a Puella Magi, wishing to stop new witches from being born, a wish made possible due to the massive power inside her. As she makes the transformation, her conscious is greeted by Mami and Kyōko. As Madoka defeats Walpurgisnacht, she removes the darkness from all the Puella Magi around the world so that they won't become witches. Kyubey shows Homura the world being enveloped in darkness, but Madoka manages to destroy it. Madoka then says her goodbyes to Homura, leaving her with her ribbons before fading from existence, where she joins Sayaka. Homura ends up in a world where Kyōko and Mami are still alive, fighting together as Puella Magi, but Madoka never existed, and continues to fight witches to protect the city in Madoka's memory.