Sayaka defeats the witch, but refuses to take the Grief Seed it produces. Madoka tries to reason with Sayaka, but she just berates her, blaming her for her state, before running off. Meanwhile, Homura and Ky?ko discuss Walpurgis Night when Kyubey appears, mentioning that something bad will happen if Sayaka's Soul Gem isn't cleansed. Sayaka doesn't return home that night and just watches as Hitomi makes her confession to Ky?suke, sending her further into despair. Homura approaches her in an another attempt to offer a Grief Seed, but Sayaka once again rejects it. Homura, who doesn't want Madoka to suffer because of Sayaka's downfall, prepares to kill Sayaka, but Ky?ko prevents her from doing so. Meanwhile, Kyubey persuades Madoka to make a wish to save Sayaka, but Homura shoots Kyubey before she can do so. Homura breaks down in tears before Madoka, almost triggering a lost memory in Madoka, but she leaves to search for Sayaka. A replacement Kyubey appears, who identifies Homura as being from a different timeline while she recognizes his true identity as Incubator. Ky?ko finds Sayaka who, having just killed two men on the train, admits her stupidity before her Soul Gem, having turned completely dark, shatters and transforms into a Grief Seed, causing a huge blast.
-Wikipedia
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