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[[quoteright:343:http://static.tvtropes.org/pmwiki/pub/images/sweet-dreams_3701.jpg]]
[[caption-width-right:343:Sweet dreams.]]
Considering the [[Creator/GenUrobuchi pedi]][[Creator/StudioShaft grees]] behind ''Anime/PuellaMagiMadokaMagica'', some creep factors are to be expected. However, the sheer level of NightmareFuel to be found in the series's life has been rather terrifying. Do NOT be fooled by Creator/UmeAoki's TastesLikeDiabetes [[PuniPlush character]] [[ArtStyleDissonance designs]]; this show is "''Anime/NeonGenesisEvangelion'' [[XMeetsY with]] {{Magical Girl}}s; a TearJerker with tears made of pure NightmareFuel. [[RunningGag Yeah, it's that kind of show.]]

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!! Expect spoilers!

[[foldercontrol]]

[[folder:Episode 1]]
* While most remember the nightmare fuel from Episode 3 onwards, the Nightmare Fuel was there as early as Episode ''1,'' with the Anthonies. [[http://wiki.puella-magi.net/File:Anthony_scary.jpg See how freaky those things are?]] Now look at them in action -- the animation for them is [[UncannyValley deliberately jittery]], and their babble translates to ''planning to cut Sayaka and Madoka up and present them to Gertrud.''
** The whole mob of Anthonies chants in synch, like they're reciting a poem they've all memorized, but the German translates to a back-and-forth discussion between two people. Eerie.
[[/folder]]

[[folder:Episode 3]]
* [[spoiler: Mami's death. Her head is bitten off by a [[OneWingedAngel monstered-out Charlotte]], shortly before the rest of her is eaten as well.]]
** [[http://www.mangareader.net/mahou-shoujo-madoka-magica/3/29 It's worse in the manga.]] Warning: Do NOT read that page if you are squeamish.
** The first two episodes interlaced the credits with the action. The third had an ending theme song and a video. Just in case you weren't paying attention during Episode 3, it would fit in with the ''[[VisualNovel/HigurashiWhenTheyCry Higurashi]]'' crowd. (High note: Madoka, floating in a fetal position... which is revealed after the camera zooms out to be taking place inside the eye socket of the Mephisto mask from a ''Nazi-era stage production of Faust''.)
* Mami ties Homura with yellow ribbons. Later, after [[spoiler:Mami's death]], we see Homura tied with red ribbons, which then leak through her fingers...
[[/folder]]

[[folder:Episode 4]]
* A huge group of people enchanted to commit mass suicide, who all turn on Madoka once she wrecks their plan.
* Madoka is drawn into a witch's barrier... by being torn apart and drawn into the barrier, ''piece by piece'' through several monitors, before being reconstituted within. If that wasn't enough, the witch preys on Madoka's grief by [[spoiler:replaying Mami's death over and over]], to convince her to give up as she's stretched and nearly torn apart for good. Lovely little BodyHorror there. For a change, all of these horrors are strangely absent from the manga.
[[/folder]]

[[folder:Episode 6]]
* Episode 6 proves itself as a WhamEpisode by turning the premise into NightmareFuel: [[spoiler:The Soul Gems are the literal crystallization of the soul. As in, the Soul Gem is the true magical girl, and the body is simply a puppet.]]
** [[spoiler:Kyubey]] sees absolutely nothing wrong with this, because [[spoiler:as he puts it, this way their bodies can't die so long as their Soul Gem remains intact (though they still age, mature, etc. as evidenced by Kyoko). In summary, "magical girl" here is a fancy term for [[OurLichesAreDifferent lich]].]] Considering what magical girls go through, he's probably right. Whether that makes it more or less horrifying is a subjective issue.
* In another moment in the episode, Sayaka has discovered that Kyosuke was discharged early from the hospital and neglected to tell her. While she is standing heartbroken outside his house, Kyoko shows up and taunts Sayaka, saying that if she really wants Kyosuke to be hers, then she's got an idea for her...
--> '''Kyoko:''' [[spoiler:If all you want is to get a guy to love you, there's better ways of doing it. I mean you've got all these magic powers now. For starters, you can bust in there right now and break his arms and legs so bad he'll never be able to use 'em again. Make him so helpless he won't be able to do anything without you. You do that and he really will be yours and yours alone. Both his body ''and'' his soul. How about this, if you don't got the stomach for it, I could always mess him up for ya like a favor between magical girls. It'd be really easy to do.]]
[[/folder]]

[[folder:Episode 7]]
* In Episode 7, Sayaka is informed by Hitomi that she, too, has feelings for Kyosuke and plans to confess the next day. After she has a good cry about it, Sayaka takes out her frustration on a witch... [[FridgeHorror whose silhouette makes her look vaguely like Hitomi. Even more Fridge Horror in that Hitomi never shows up again in the anime.]]. [[UnstoppableRage Sayaka beats the witch with a ferocity that has never been seen before]], [[LaughingMad laughing maniacally all the while.]] Much like [[spoiler:Mami's death]], this is ''also'' worse in the [[http://www.mangareader.net/mahou-shoujo-madoka-magica/7/31 manga]].
** And in the DVD version of the episode, [[http://images.puella-magi.net/6/6d/BD_4_Ep_7_Differences_6.jpg she ''bleeds'']].
-->'''Sayaka:''' ''[EvilLaugh]'' It's true! I ''can'' block out the pain! [[spoiler: I don't feel any pain anymore!]]
* At the beginning of the episode, Kyubey was torturing Sayaka through her Soul Gem, and then pushing her towards the berserker rage she uses to attack Elsa Maria. That much cruelty to someone vulnerable is repulsive. This is even worse when you remember that she is only ''14 years old''. We are talking a ''fourteen year-old girl'' being subjected to the pain of ''impalement.'' One would still get shivers, watching the scene where Sayaka crumples down to the floor, gasping for breath, while Kyubey sits there smiling as though the whole thing was no big deal.
* Kyoko's backstory was drawn up as a puppet show. The stick figures added to some really creepy imagery and especially the burning scene which was accompanied by [[spoiler: a scene of her father hanging himself]].
[[/folder]]

[[folder:Episode 8]]
* After [[spoiler: Homura guns Kyubey down, a second Kyubey appears and ''devours the corpse of the first one.'']] If that didn't frighten you, then Kyubey's last line of the episode should.
-->'''Kyubey:''' [[spoiler: So this country calls maturing women "girls", right? Well, for you all on the way to become witches, wouldn't it make sense to call you "magical girls"?]]
* [[spoiler:Sayaka's transformation into Oktavia von Seckendorff. This was the exact point where Madoka Magica stopped being a Magical Girl anime. Mamiís death? Shocking and brutal, but it was still, fundamentally, a Magical Girl anime: albeit one that got more into depth about the fact that yes, they are fighting monsters that can, in fact, kill them. Magical Girls are basically liches? A dark take on the whole TransformationTrinket thing, but still, it didnít change the basic idea that they were empowered kids who fight monsters. Again, it remained fundamentally a Magical Girl anime. Sayaka turning into a witch? This was the point that any illusions of this being simply a dark, gritty Magical Girl anime fell apart completely. The point where the anime went from dark, gritty Sailor Moon to H. P. Lovecraftís finest CosmicHorror story. This is where the audience realized that Kyubey wasnít simply a creepy version of Kero or Luna. Heís a creature beyond human comprehension, and we are his goddamned ''cattle''. The reveal that Magical Girls become Witches marked the point that the story went from dark to '''hopeless.''']]
** [[RuleOfThree Once again]]...[[http://www.mangareader.net/mahou-shoujo-madoka-magica/8/32 the]] [[http://www.mangareader.net/mahou-shoujo-madoka-magica/8/33 manga]] [[http://www.mangareader.net/mahou-shoujo-madoka-magica/8/34 is]] [[http://www.mangareader.net/mahou-shoujo-madoka-magica/8/35 worse.]]
* Seeing Kyubey [[spoiler: [[http://i43.photobucket.com/albums/e397/I_am_Latia/HOLEyshit.gif riddled full of bullet holes]]]]. [[spoiler: He's fine though. Unfortunately.]]
** [[spoiler: ''[[http://www.mangareader.net/mahou-shoujo-madoka-magica/8/25 Also worse in the manga.]]'']]
* When he returns from the above, he's shown solid black with glowing, evil red eyes, a-la VideoGame/IrisuSyndrome. [[BowelBreakingBricks You could build a house with the number of bricks that were suddenly created]].
** [[http://www.mangareader.net/mahou-shoujo-madoka-magica/8/30 Do we even have to say it?]]
[[/folder]]

[[folder:Episode 9]]
* [[spoiler:The battle against Oktavia. All of it; a human girl transformed into a monster; the EldritchLocation nature of the barrier, Madoka desperately calling out to her friend only to be attacked.]]
* [[spoiler: Oktavia ''screaming with Sayaka's voice''.]]
* The line about using humans as a energy source (with a cheerful voice and innocent smile on his face) was terrifying. "[[AMillionIsAStatistic With a current population of 6.9 billion, which increases by a rate of 10 every 4 seconds, it's a mystery why you would care so much about the loss of a tiny handful?]]". Then bluntly stating that it is desirable that the girls [[spoiler: change into witches]] as soon a possible, for the sake of the universe.
-->"So if you ever feel like [[spoiler:dying for the sake of the universe]], call me. I'll be waiting."
[[/folder]]

[[folder:Episode 10]]
* [[spoiler:Madoka, now Kriemhild Gretchen, is '''not''' simply a witch; and Walpurgisnacht (easily the most powerful witch in the Madoka universe up to this point) is merely a ''blip'' compared to her. She's become something that [[Anime/NeonGenesisEvangelion Yui Ikari]] would envy and that [[Manga/HellStarRemina Remina would fear.]]]] To make things even ''worse'', take a look at [[spoiler: her [[http://images.puella-magi.net/c/c5/Card_Kriemhild.png?20110324100002 witch's card]]]]. That thing? That giant, mountainous thing? [[spoiler: That's the witch of [[LetThemDieHappy SALVATION]].]]
** Her definition of "salvation" is strongly rumored to be something like [[Anime/NeonGenesisEvangelion Instrumentality]], or even worse, a [[Film/TheMatrix Matrix]]-style LotusEaterMachine. Worldwide happiness is ''so'' much easier once you [[IndividualityIsIllegal remove that pesky "individuality" thing, right?]] [[FridgeHorror It's not such a big step from]] a WideEyedIdealist who wants people to be happy to OmnicidalManiac.
** [[spoiler: When the storm clouds burst from Madoka's Soul Gem and [[http://images.puella-magi.net/9/97/Madoka-witch-first.jpg?20110310174437 form into]] a [[UncannyValley lumpy, amorphous]] shape just ''barely'' resembling her.]]
* Homura's fate is also worth some mention. Specifically, she [[spoiler: constantly goes back in time to prevent Madoka's death/corruption. She has to watch the suffering of Madoka and the other Magical Girls over and over again, and the outcomes are crueler with every timeline. At one point, she was forced to ''[[MercyKill shoot Madoka's Soul Gem]]'' to prevent her transformation into Gretchen. That was ''at Madoka's own request''.]]
* In an interview with the director, he stated the the number of times Homura has re-wound time is [[spoiler: approaching 100. If we consider that Homura left the hospital in the middle of March and Walpurgisnacht appears at the end of April, that means that Homura's been lost in time for about 12 years. In other words, she has been ''at war'' against witches and Kyubey for ''12 years''.]] On the other hand, this also [[spoiler:makes all those [=HomuMado=] implications ''seriously creepy''.]]
* Oktavia's new familiar in the third timeline, Klarissa, raise more FridgeHorror in how they resemble Hitomi. In this timeline, or another one, did Sayaka perhaps threaten, injure, or even ''kill'' her?
* Of all people, [[spoiler:[[CoolBigSis Mami]]]] going through SanitySlippage is pretty chilling. [[spoiler:In one timeline, after failing to rescue Sayaka from her witch form, Mami restrains Homura, and then delivers a MercyKill to Kyoko by shooting her Soul Gem. Then, her end is quickly met after Madoka fires an arrow at Mami's Soul Gem. It's just a straight up minute or so of the remaining Magical Girls losing their minds over their fate and it's just awful and scary to witness.]]
* Though it's definitely on the milder end of the spectrum compared to most of the other NightmareFuel in this series, one scene showing [[spoiler: Homura killing Kyubey, only for ''another'' Kyubey to immediately appear in the foreground]] is very creepy in a ParanoiaFuel kind of way. It really hammers home the feeling of hopelessness and fighting the inevitable that [[spoiler: Homura]] is going through.
[[/folder]]

[[folder:Episode 11]]
* Kyubey talks with Madoka about the relationship between incubators and mankind through history. [[EyeScream Its eyes]]. [[http://youtu.be/PmyPzfN68TE ITS FUCKING EYES.]] When asked about why he has no feelings to the girls' tortures...
** Madoka's body during the last part of it, dear Lord. She goes into the freaking ''fetal position'' while begging Kyubey to stop talking. By the end she moves out of the fetal position, places her head back and her body goes limp.
** "Do you feel any guilt or remorse for the livestock you consume?" Then they show quick shots of farm animals in pens, done in that creepy "stained glass" [[DerangedAnimation art style]].
[[/folder]]

[[folder:Episode 12]]
* [[spoiler:The universe-ending witch Madoka was unsettling. That enormous EldritchAbomination with two halves of a face? Completely engulfing the earth? Dear ''[[http://images.puella-magi.net/0/0f/Madoka_the_Ultimate_Witch.jpg?20110422223736 Madokami.]]'']] Yes, that ''thing'' [[spoiler:is Kriemhild Gretchen, the witch form of our adorable protagonist.]] [[spoiler:Every new timeline]] sees her [[spoiler:absorb all the magical energy of the previous universes that Homura has went through,]] meaning that each time, [[spoiler: Kriemhild Gretchen]] is bigger and stronger--way beyond what [[spoiler: Walpurgisnacht]] could ever hope to be. The wish that created that... '''thing''' was [[spoiler: infinitely stronger than any other wish, powered by 100+ universes worth of magical potential]]. There's a reason that version of [[spoiler: Kriemhild Gretchen]] is using ''celestial objects'' for ''eyes''.
* Sayaka's conspicuous absence from the [[spoiler: scene with Madoka talking with Kyoko and Mami]]. There's so much focus on the suffering and deaths of the magical girls that what happens to the Grief Seeds tends to get overlooked. [[spoiler: She's not there because she's not dead. She's been ''annihilated''. The others were killed because their Soul Gems were broken, but Sayaka became a Witch and was defeated. The Magical Girls don't just ''lose'' their souls; their souls are ''destroyed''.]]
* [[spoiler: The last scene in the series is FridgeHorror. It shows a desert and Homura on her own. This implies that in Madokami's new timeline, the magical girls still lose against the demons and the Earth is left as their personal playground to do with as they please.]]
[[/folder]]

[[folder:PSP Game]]
* [[spoiler: Madoka in the middle of her transformation into Kriemhild Gretchen]] in the PSP version is certainly [[http://images.puella-magi.net/a/a4/Gretchen_in_PSP_Game_Kyoko_Route.jpg?20120324101542 creepy]], if not terrifying. From the way it looks like the grief seed is splitting [[spoiler: Madoka]]'s body in half, and the silhouette of [[spoiler: what used to be Madoka]]... ''*shudder*''
* There's an event that happens if [[spoiler:Charlotte eats Sayaka's Soul Gem and Madoka and Homura, being inexperienced, can't find Charlotte's barrier]]. We learned in Episode 6 that [[spoiler: Soul Gems are [[SoulJar Soul Jars]], and the body is useless without it]]. Add that to the fact that [[spoiler: Magical Girls die when they lose contact with their Soul Gems for 2 days]], and that's pretty creepy on it's own. They had to make it ''[[UpToEleven even creepier]]'' by adding that [[spoiler:when a Magical Girl loses contact with her soul gem, she starts to '''decompose'''. Luckily, Kyoko kills Charlotte before Sayaka dies. Happy ending, right? '''Wrong'''. Sayaka's body had already started decomposing before her Soul Gem came back. So she wakes up, unaware of what she looks like, and just happens to meet Kyousuke. Who '''FREAKS. OUT.''']] [[DespairEventHorizon You can guess what happens next.]]
* In a word: [[http://wiki.puella-magi.net/Quitterie Quitterie]]. It looks like Kyubey's head copy-pasted in the body of a Witch. The result [[http://wiki.puella-magi.net/File:QUITTERIE_info.jpg isn't]] [[UncannyValley pretty]].
[[/folder]]

[[folder:Uncategorized]]
* Just like how ''Anime/NeonGenesisEvangelion'' ruined classical music and orange juice for some people forever, you may now get a chill whenever you hear the word "contract" or see any other media about characters being offered miraculous wishes.
* The [[EldritchAbomination Witches]] and their Familiars, of course. It would be easy to just say "all of them", but since this is the NF page, we might as well describe in detail how they're scary, just like we described how the characters are Woobies in TheWoobie page. The fact that many of them are animated in UncannyValley-riffic [[MediumBlending cut-and-paste]] animation courtesy of Gekidan Inu Curry (the graphic studio that animated ''Manga/SayonaraZetsubouSensei'''s [[WhatDoYouMeanItWasntMadeOnDrugs trippier]] [[DerangedAnimation sequences]] have helped earn this anime a seat in Japan's NightmareFuel Hall of Fame.
** The Anthonies are pictured above and described under the entry for Episode 1. Their mistress Gertrud looks like a butterfly with a [[MediumBlending cut-and-paste]] rosebush for a head (which almost looks more like [[NauseaFuel a glob of snot]] shaped like {{Literature/Cthulhu|Mythos}}). Also, after they've sucked the life out of their human victims, they use their bodies to fertilize Gertrud's precious rose garden; ([[BodyHorror a theme we shall be revisiting]]).
** Izabel (who resembles the [[GayParee Arc de Triomphe]]), is an "[[MadArtist artist]]" whose minions resemble Picasso paintings come to life. When a hapless human stumbles into her barrier, [[BodyHorror they tear their body to pieces]] ''[[BodyHorror and incorporate the bits within themselves]]''.
** Albertine (seen only in the video game) resembles a CreepyDoll. Her familiar Anja is a living childish scribble (also animated in a flighty UncannyValley style, with a creepy laugh provided by none other than Madoka's seiyuu Creator/AoiYuuki), who turns her human victims into ''[[BalefulPolymorph balls]]'' that bounce for each lie they've ever told.
** Patricia (the "Class Representative Witch") not only has multiple limbs but also no head, and shoots spiderwebs from ''between her legs''.
** [[spoiler:If you've read this far, you probably know that the Witches [[WasOnceAMan are corrupted magical girls]], and you might've expected to have become numb to that concept by now. Rereading (and describing) their EldritchAbomination appearances, vicious abilities, and ToServeMan status brings the horror back in full force.]]
* It's bad enough that MG's become ''undead'' in this 'verse. [[FridgeHorror Remember how]] they "recharge" using Grief Seeds? They're basically classic ''[[ImAHumanitarian cannibal]]'' zombies as well! And since Witches have destroyed the Earth at least once, ''PMMM'' is basically a glorified ''ZombieApocalypse'', on a scale Creator/GeorgeRomero never would've dreamed of.
* You know how Kyubey's FrozenFace freaks us out? Kyubey ''does'' show different expressions in the manga! [[NightmareFace Expressions]] just like [[http://img831.imageshack.us/img831/5600/1299904425248.jpg these!]]
** What's scarier? A Kyubey that can't feel emotion with an unchanging face, letting you know that something's off with him, or a Kyubey that can't feel emotion, but '''knows how to fake it'''?
** From Chapter 9 on, his eyes maintain the frightening tone except from the flashback chapter before returning in the same chapter and onward.
** Creator/EmiriKatou, who played Kyubey, was supposedly brought into a HeroicBSOD by the character according to the Trivia section. Same with her co-star Creator/AoiYuki.
* Sayaka is alone in a train compartment with two men who are badmouthing the girlfriend of one. She gets up and, in a scene that wouldn't be out of place in [[VisualNovel/HigurashiWhenTheyCry Higurashi]], asks them to [[http://www.mangareader.net/mahou-shoujo-madoka-magica/8/20 tell her about the girl, then suddenly wondering why she should protect guys who act the way they do]]. She transforms into a magical girl and...[[http://www.mangareader.net/mahou-shoujo-madoka-magica/8/21 nothing]]. The two men are gone and it is ''heavily'' implied that Sayaka killed them. [[NothingIsScarier We don't see anything...]] What's worse, there're multiple [[WordOfGod Gods]] in this work, and they each have a different opinion on this issue. Producer Shinbo said Sayaka [[spoiler:did ''not'' kill them in the anime]]. Hanokage says [[spoiler:she did]] in the manga, and writer Urobuchi says [[spoiler:it's deliberately ambiguous]].
** It's even creepier when you pay closer attention to [[http://www.mangareader.net/mahou-shoujo-madoka-magica/8/21 the center panel]]. [[spoiler: There are blood stains trailing behind her sword]]. Yeah... a remainder to those who think of [[MagicalGirl Magical Girls]] as cute and pretty. Being warriors, their magic is aimed at KILLING, not just flash and entertainment... and the target doesn't necessarily have to be other magical beings...
** It's even more upsetting once you know that the guys' dialog ''happened in real life''. Urobuchi heard two guys talking like that while he was on the train (albeit he said that the anime dialog was a short version of what they talked about because they talked a lot). [[spoiler:What if magical girls actually exist and Urobuchi told a story where a magical girl killed two dudes?]]
** Of course, the ''real'' scariest part of this is that there are indeed people out there who seriously hold such opinions and feel confident enough in themselves (or at least after getting drunk) to spout them in public. You may have heard people voicing similar opinions today...
* [[http://www.youtube.com/watch?v=vK-ff_U3JIs There's something seriously unsettling about the ED.]] The flickering silhouettes of all the girls is really creepy, but the last one, with what seems like a naked Madoka running into the darkness and [[NothingIsScarier slowly disappearing]]...
** It's disturbing with her in a fetal position in an almond-shaped thing that looks like something's eye... we never see its whole face.
*** That's the mask of [[{{Faust}} Mephistopheles]]. The anime is directly comparing Kyubey's Miracle Contract to a DealWithTheDevil.
* While [[spoiler: Madoka's witch form, Kriemhild Gretchen]] never shows fully or properly up in the anime, what few things we see of her [[http://i1230.photobucket.com/albums/ee498/STypeWordsToLiveBy/Thatsdamnscary.jpg are]] [[http://images.puella-magi.net/c/c5/Card_Kriemhild.png?20110324100002 freaking]] ''[[http://i1230.photobucket.com/albums/ee498/STypeWordsToLiveBy/DamnThatsScary.jpg terrifying]].''
* The ''concept'' of Kyubey is the stuff nightmares are made of. [[spoiler:Appearing in a form that is psychologically appealing to young girls for the "cutesy" element and playing on the natural inferiorities the girls possess, to manipulate them into making a contract that ultimately results in their death for the good of the universe. There's a reason he doesn't chose current world victims that are old enough to understand the concept of trust...]]
** AdultFear: [[spoiler:Kyubey is guilty of the crime of HUMAN TRAFFICKING, and his exploitative recruitment methods are comparable to Child Porn. A ManipulativeBastard who uses the emotion and desperation of little girls in order to scam them into a DealWithTheDevil and force them in a dangerous job as enslaved prostitutes, er, "Magical Girls".]] Plus, being InvisibleToNormals means that those who contracts cant talk about him to anyone lest people think they're crazy.
** In addition, with his ResurrectiveImmortality and unlimited supply of bodies Kyubey is incapable of being killed ever. No matter how many times you finish him off, HE. WILL. JUST. KEEP. COMING. BACK. Homura's been shooting him who knows how many times and it hasn't stuck. The only way to kill him off permanently would be to wish him out of existence. However, if what he says about the Incubators' mission is true, then that leaves us with the heat death of the universe to worry about.
** What makes him even worse is that his utilitarian philosophy is no different from that of [[RealPolitik Real Life Politics]]. In other words, we are more alike to him than previously though. That alone makes for serious FridgeHorror.
[[/folder]]

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