Magical Girls (Homura Akemi, Sayaka Miki) | Kyubey | Witches | Supporting Characters | The Movie: Rebellion | Kazumi Magica (Magical Girls | Others) | Oriko Magica | Suzune Magica | Tart Magica | Portable | Magia Record | Concept Movie Trailer | Wraith Arc
Beware of major spoilers!note
- Fake Memories: All of their memories have been modified or completely rewritten to make them forget the tragic events of their lives. This is also why they don't realize the fact that there's people who shouldn't be alive around.
- Laser-Guided Amnesia: Everyone has forgotten the events of the original anime due to being trapped in Homulilly's Lotus-Eater Machine. However, Sayaka, Nagisa/Bebe and Kyubey were just Faking Amnesia.
Voiced by: Chiwa Saitō (Japanese), Cristina Valenzuela (English), Ariadna Jiménez (Spanish)
At the end of the anime, Homura was last seen fighting off wraiths with her new powers. At the beginning of the movie, she's returned to her glasses-wearing persona and is once again a transfer student at Madoka's school. She joins the other magical girls but soon begins questioning the nature of the world she is in, returning to her stoic badass persona and serving as the main character of the movie.
- Amnesiac Dissonance: Due to the witch barrier altering everyone's memories, Homura couldn't remember that she had already been transformed into a witch because of Kyubey getting in the way of Madoka retrieving her soul.
- Animal Motifs: Lizards are repeatedly used to represent Homura throughout the movie. She even wears an lizard-shaped earring at the end.
- Ascended Extra: She was already an extremely important character, but the movie promotes her from Deuteragonist to protagonist.
- Badass in Distress: As revealed near the end of the movie at some point the Incubators captured Homura's dying body and placed her soul gem inside an isolation field in order to create a type of witch barrier. The entire rest of the movie is Madoka and the other Magical Girls attempting to rescue Homura from said field and destroy the Incubators plans.
- Being Good Sucks: She's convinced that you can't be happy by sacrificing yourself for others' sake and putting others before yourself is foolishness. This is the reason she believes Madoka isn't happy as a god.
- Bespectacled Cutie: At the start of the movie, she has reverted to her original timid yet cute bespectacled girl self, but she ditches her glasses and cute behavior once she starts to notice something's wrong in Mitakihara City.
- Broken Bird: She isn't dealing with the trauma from all the time loops she experienced that well.
- Broken Tears: During an emotional breakdown, Homura cries her heart out as she tells Madoka about a "dream" where she found herself in a world where Madoka didn't exist and no one but her remembered her, admitting she felt sad and lonely without Madoka.
- Byronic Heroine: The movie centers around Homura and her conflicting emotions, mainly her angst and pain, while also emphasising her pragmatism and refusal to conform.
- Character Catchphrase:
- Kind of. At several points in the movie, Homura claims that no-one can understand her, or that she doesn't expect anyone to understand her.
- "Whatever sins I must bear" is used a few times and in the anime.
- Combat Pragmatist: She tries to catch Mami off guard by faking a suicide. Too bad her opponent one-ups her by faking her entire presence in the fight by creating a decoy to fight for her.
- Dainty Little Ballet Dancers: She seems to have an overarching motif of ballet through the movie. It's even part of her Transformation Sequence.
- Deconstructed Character Archetype: All the typical Action Dark Magical Girl traits that made her an effective and popular character in the original series are pulled apart and often shown to be very bad things. Her devotion to Madoka's safety makes her incredibly selfish. Her insistence on always working alone results in her trusting no one, even attempting to murder others over mere suspicions. Her determination to fulfill her goal means she's at a complete loss when she can no longer fulfill it.
- Desperately Looking for a Purpose in Life: Homura's reason to become a magical girl was to always protect Madoka, which becomes null and void when Madoka becomes a God and stops existing in the material world, and thus Homura is left struggling to find any other purpose in life.
- The Glasses Come Off: She takes off her glasses when she starts getting serious.
- The Heroine: The main character of the movie, unlike in the series where Madoka was the main character and shared the title of The Heroine with Homura.
- I Have This Friend: A variation. In the flower field, Homura tells Madoka about having been in a world where Madoka never existed, but she calls it a "dream" she had.
- I Just Want to Have Friends: The reveal of the Fake Mitakihara as an idealized world created by Homura's subconscious gives a bevy of insight into her psyche, notably that she would be truly happy in a world where she's friends with all four of the other girls.
- I Let Gwen Stacy Die: After an Amnesiac God Madoka tells Homura that she would never want to sacrifice herself the way she did in the anime, Homura begins to honestly believe that she should have stopped Madoka's Abstract Apotheosis.
- Ineffectual Loner: Homura's insistence on working alone and unwillingness to accept help from the other girls is portrayed as a bad thing. Kyoko was willing to help Homura, but she brushes her off. Mami is willing to talk rather than fight, but Homura doesn't trust Mami to handle the truth. Sayaka actually rescues Homura from Mami and tries to tell her what's really going on, but Homura isn't willing to listen. Finally when Kyubey asks Homura to call for Madoka's help, Homura refuses and becomes a witch. Even her witch has the nature of self-sufficiency.
- I Work Alone: After she begins to discover the truth of the world with Kyoko, Homura tells Kyoko to let her handle everything by herself.
- Jerk with a Heart of Gold: With her increased focus during the movie, Homura shows a surprisingly caring side when dealing with the members of the team who aren't Madoka, even if she is short with them at times. She muses about how it broke her heart whenever she had to reveal the Awful Truth to Mami, and even after their big fight she can't even bear to watch the impact of a non-fatal shot to Mami's leg. Her idealized world is one where all five of them are friends having fun together, and when she obtains demonic powers she does her level best to give happy lives to all of the girls, not just Madoka.
- Mysterious Purple: Her Color Motif is purple and she's the most morally dubious of the "Holy Quintet" as well. Her ascension to "Devil Homura" comes after her Soul Gem shatters into something far more frightful, causing the love-tainted contents of her soul to blanket the entire universe in a curtain of purple magic.
- New Transfer Student: She first appears in the movie similarly to her original timeline from the series' climax. She switches roles with Madoka at the movie's end, instead showing a powerless Madoka the way around the school.
- Pet the Dog: During her epic battle with Mami, she gets an opportunity to shoot her soul gem and kill her instantly, but she decides to shoot her in the leg instead. Good thing, too, because the vulnerable Mami was an elaborate copy made of ribbons, and the real Mami probably would have killed Homura if she had tried to murder the fake.
- Pimped-Out Dress: She dresses up in black Elegant Gothic Lolita-style robes when turning into her witch form, Homulilly.
- Pragmatic Hero: She's still willing to resort to underhanded techniques and (regretfully) injure others to find out the mystery of the Mitakihara witch barrier.
- Protagonist Journey to Villain: Realizing that a great evil must be stopped from manipulating Madoka's ideal universe for its own gain, she becomes an even more powerful antagonist willing to anything to not let this happen ever again.
- Right for the Wrong Reasons: When Homura confronts Bebe, she believes that Bebe knows what really is going on because she thinks Bebe is the witch that created the false Mitakihara. Shortly thereafter, Homura makes the same assumption about Sayaka when the latter reveals she's the same one from the old universe who transformed into Oktavia von Seckendorff. In fact, Bebe and Sayaka do know what's going on, but they're not the one who created the barrier; Homura's witch form is.
- Ripple-Effect-Proof Memory: Deconstructed. She admits to Madoka that since she was the only one who remembered the events from the previous time loops, she began wondering if she hadn't just made it up in her own head.
- Sanity Slippage: The series was a long, slow tumble for her, but Homura manages to keep her mind together right up until her conversation with Madoka in the field of flowers. We get a closeup of Homura's face after Madoka hints she's not happy as a goddess, and the look in her eyes◊ makes it pretty clear that something finally snapped. From there, Homura's descent into madness is less 'tumble' than it is 'vertical drop', and it all culminates with her transformation into a demon.
- Stepford Smiler: Despite her smiles and newfound kindness, she had not made peace with herself after all the trauma she went through.
- Tears of Remorse: Homura break down in tears when Madoka tells her she wouldn't bear to disappear and say goodbye to everyone she loves, which leads to her thinking she made a big mistake when she didn't stop Madoka from making the wish that turned her into the Law of Cycles and erased her from the material world.
- This Is Unforgivable!: Homura constantly berates the witch that created the fake Mitakihara city and she's completely focused on destroying her because it makes fun of Madoka's sacrifice. It's played for irony when it's revealed the witch is no other than Homura herself.
- Time Master: Homura has regained her Time Stands Still powers. Mostly because she's living a fake reality created by herself.
- To Unmasque the World: Homura resolves to find who trapped everyone in an imitation of real life with Fake Memories. She even insists on doing it by herself, because she was concerned that others would be Killed to Uphold the Masquerade. She later finds out she created this fake reality within her own witch barrier, and she isn't happy about it.
- Too Good to be True: It's implied that Homura begins questioning the fake world because everything is too perfect for her to not sense something is wrong. Makes sense since this reality is a Lotus-Eater Machine made by Homura's own subconscious.
- Tragic Heroine: The film is essentially about how much of a self-loathing, mentally and emotionally unstable mess Homura is, and how her undying love for Madoka causes her to become the villain.
- Unreliable Expositor: A rather subtle example. Homura tells Madoka that in the "dream" she had, Madoka had to go somewhere far away, that they could never meet each other again. This is actually wrong: Madoka explicitly says at the end of the anime that she is everywhere. (Well, until Kyubey put up his isolation field...) She also stated that they will meet again someday. (When Homura's soul gem will completely corrupt, making Madokami come for her) But Homura being the only person in the universe remembering Madoka made her start to even doubt that her memories of Madoka were real, and therefore that she would see her again.
- Wistful Amnesia: She begins questioning her world when she starts to notice there's something seriously wrong with everyone's memories and the reality they're living in.
- Yandere: She becomes this towards the end of Rebellion when she forcefully splits Madoka's soul from the Law of Cycles in a warped attempt to keep her from suffering. She's a more sympathetic case than most in that she doesn't actually harm anyone other than Kyubey and the other Incubators, but Sayaka confirms before losing her memories of the previous timeline that she absolutely does not agree with Homura's solution to the Magical Girl problem, and Madoka herself is constantly on the verge of remembering her true nature with Homura having to be vigilant in ensuring she doesn't regain her godhood.
Voiced by: Aoi Yūki (Japanese), Christine Marie Cabanos (English), Carmen Ambrós (Spanish)
At the end of the anime, Madoka wished to destroy all witches before they were born, which ultimately erased her from existence. However, when the movie begins she is inexplicably alive and living with her family while secretly being a magical girl. Just how has this happened?
- Back from the Dead: She's back to living in the material world, despite having Ascend to a Higher Plane of Existence at the end of the series. Exactly how this happened is one of the movie's mysteries. In fact, she's still a concept and is just manifesting as herself in Homura's witch barrier. However, at the end of the movie Homura actually brings her back to "life" for real by splitting her off from the Law of Cycles.
- Decoy Protagonist: As in the original series; the movie initially follows Madoka, but soon Homura becomes the main character.
- Devoted to You: It was made clear in the series just how obsessively devoted Homura is to Madoka and the movie takes it to a new extreme. Homura adores Madoka so much that she will do anything to keep her happy even if she has to become a God of Evil and make Madoka her prisoner in a new world.
- Dramatically Missing the Point: A subtle example. Before the isolation field is destroyed, Homura tells Madoka "No matter what sin, I can take it on. No matter what I might become... I'm certain it'll be fine, as long as you're by my side." Madoka thinks that this means Homura wants to be with her forever. She's right: it just won't be on Madoka's terms.
- Fatal Flaw: Her Heroic Self-Deprecation. Without her memories otherwise, her claiming she wouldn't actually have been willing to go through with her Heroic Sacrifice causes Houmra, who kept going only because she thought Madoka wanted it, to fall apart completely and turn to more drastic measures to "save" her.
- Foreign Exchange Student: In Homura's new world, Madoka travelled abroad to America and attended school there for three years due to her mom's job assignment.
- God in Human Form: Madoka's goddess form is sealed throughout most of the movie, making her a normal human again. True to the trope, the Madoka throughout most of the film is more of an avatar than anything else, as Madoka's memories and true power don't return until the isolation field around Homura is broken.
- Living Emotional Crutch: To Homura, in a twisted way. Madoka means everything to Homura and having Madoka happy and by her side is the only thing Homura really wants and to do it Homura turns the world into a Gilded Cage and traps Madoka in it.
- New Transfer Student: In Homura's new world, Madoka lived in America for three years before coming back to Japan and becomes the transfer student instead of Homura.
- Stepford Smiler: Hinted at, depending on how one interprets her words in the field of flowers. Despite apparently being at peace with her fate, Madoka seems well aware of the weight of what she did, and the fact she would never be able to see her family or friends again, and leaving them broke her heart. Despite this, she keeps a gentle smile on her face for the sake of the Magical Girls whom she is the warden of.
- Unwitting Instigator of Doom: Madoka becomes this in the scene in the flower field. Homura tells Madoka about a dream she had where Madoka went far away from everyone and no-one but Homura remembered who she was. Madoka comforts Homura and says that she would never do such a thing, because she wouldn't want to be separated from her friends and family. This shocks Homura, who comes to believe that Madoka sacrificed herself at the end of the anime not because she wanted to, but because she believed she had no other choice. At this point, Homura no longer accepts Madoka's sacrifice and exclaims that she should have tried to stop Madoka from sacrificing herself in the final timeline. This is what drives Homura's actions at the end of the movie; Homura tries to fulfill what she believes are Madoka's true desires.
- Willfully Weak: In Homura's Mental World, Madoka purposely restrains her own power as part of her Memory Gambit against Kyubey. If she did unleash her full abilities, it would have allowed Kyubey to observe and potentially interfere with / control the Law of Cycles.
- Wistful Amnesia: In Demon Homura's new world, Madoka can sense something is wrong and she isn't supposed to be where she is, but Homura is keeping her from remembering the truth.
Voiced by: Eri Kitamura (Japanese), Sarah Anne Williams (English), Carmen Calvell (Spanish)
At the end of the anime Sayaka had vanished from the world, taken by the Law of Cycles. Like Madoka, she has inexplicably returned to life. Just what secrets is she hiding?
- Ambiguously Bi: In the original series, she explicitly has a crush on her Childhood Friend Kyosuke, but also has plenty of subtext with Kyoko. In the film, they're living in the same house, fight together, and enjoy teasing each other. Not to mention that Sayaka says her only regret when she died was that she left Kyoko behind. Hand holding and interlaced fingers inclusive. She's pretty pissed when Nagisa ruins the mood.
- Archangel Michael: While not explicitly named as such, Sayaka fulfills this role to Madoka's "God". Michael is the right hand of God, wields a sword, and is the one who confronts Lucifer. Sayaka describes herself as Madoka's "Private secretary", her weapon is a saber, and she confronts Devil Homura about her selfishness at the end of the movie.
- Arch-Enemy: By the end of the movie, she becomes this to devil Homura. Sayaka hates her, and while it's not clear if Homura reciprocates that hatred, Sayaka is certainly the only possible threat to her power.
- Back from the Dead: Like Madoka, she is somehow alive again. It turns out that Sayaka is now part of Law of Cycles and is basically acting as an assistant to Madoka. She then comes back for real as an apparent side effect of Devil Homura's ascension.
- Back-to-Back Badasses: She frequently fights back-to-back with Kyoko.
- Blood Magic: A variant. Sayaka can summon her witch form, Oktavia, wherever there is water. In the absence of a sufficient amount of water, she stabs herself and summons her from her own blood.
- Brought Down to Normal: Just like Madoka, the very end of the movie has her return to a normal school life, thanks to Demon Homura's Reality Warper powers. With the very important twist of losing her memories of Madoka, and the Law of Cycles. Unlike the other girls, though, the movie gives special focus to Sayaka's ring, and she can still summon Oktavia.
- Came Back Strong: "Dying" and becoming part of the Law of Cycles has given her new witch-related powers.
- Character Development: She has done a lot of growing between movies. She's less bullheaded, accepts Homura quickly and sympathizes with her when she's close to realizing that she's a witch, and is overall a lot more responsible, with Kyouko mentioning that she always does her homework whereas she was a lot more Book Dumb in the anime. Dying and regaining her memories of previous timelines did her good.
- Deadpan Snarker: Especially in the English dub, she's now very snarky, making quips about everyone from Kyosuke to Homura. This is actually Character Development, showing that she's less straight-laced and takes things less seriously (and thus less likely to be offended and angry).
- Defiant to the End: Just before Demon Homura erases the last of her memories, Sayaka says that she will always remember Homura as a demon.
- Fairy Tale Motifs: The allusions to The Little Mermaid continue here, becoming an angel after death just like the titular mermaid.
- Faking Amnesia: Unlike the other magical girls, Sayaka never lost her real memories while trapped inside Homulilly's witch barrier. She just plays along to fool Kyubey until Homura starts to remember the truth and becomes a full witch.
- The Hero: Word of God is that she could become this in the new world created at the end of the film, as the only being with any chance at challenging Homura.
- Iaijutsu Practitioner: She frees Homura from Mami's ribbon restraints by cutting the lock in this fashion. And at another point in the following scenes, she draws her sword fast enough to jam it in Homura's shield before she can escape or attack via time-stop, thus preventing Homura from using her shield for a while. That takes some skill.
- The Lancer: Of Puella Magi Holy Quintet. She takes the role of leader during the battle between Homulilly.
- Meaningful Name: "Miki" is phonetically similar to "Michael", as in the Archangel Michael, the angel who wields a sword and confronts the Devil during the endtimes, which is a pretty apt descriptor for Sayaka in this movie.
- The Mirror Shows Your True Self: Sayaka's reflection changes during her conversation with Homura. Specifically, when she reveals she's the same Sayaka from the original timeline, her reflection becomes that of Oktavia, her Witch form.
- Obfuscating Stupidity: She's one of only two people who knows what's really going on due to Madoka suppressing her own memory, and she was even able to fool Homura and surprise the latter with her newfound strength and cunning. Given that Kyubey knew Sayaka was taken by the Law of Cycles, the implication is that Sayaka was pretending to be an illusion created by Homura's barrier.
- Older Than They Look: Sayaka appears to be a young teenager, same as most magical girls. However, since she remembers the previous timelines, her true mental age is much older, possibly even putting her close to a century. And as part of the Law of Cycles, she's retroactively been around since magical girls first began.
- Our Angels Are Different: While not explicitly stated, Sayaka arguably fills the role of an angel (personal assistant, or intern) for Ultimate Madoka, and even confronts Devil Homura, who fills the role of Lucifer. She even states as much when she and Nagisa drop The Masquerade.We're more like her private secretaries.
- Screw This, I'm Out of Here!: When clashing against Homura, she performs a vanishing act the instant she loses control over Homura's time-stopping shield. Homura notes that Sayaka usually isn't such a tactician.
- Ship Tease: Lots with Kyoko. Notably, during the climactic batttle she tells Kyoko she was happy to be by her side and regrets leaving her behind when she died. It's implied that, since Sayaka remembers previous timelines, she became aware of what Kyoko tried to do for her when she became Oktavia, and how upset Kyoko was when she died. This is similar to how Madoka only realized Homura was her best friend after seeing prior timelines. Of course Sayaka would now have regrets.
- Slasher Smile: During her conversation with Homura, Sayaka flashes a creepy grin when she reveals she's the same person Homura remembers from the previous timeline, her reflection becoming that of Oktavia. Homura — assuming Sayaka is the witch behind the barrier they're trapped in — tries to attack her, but Sayaka transforms into Oktavia and vanishes, leaving only her cape behind.
- Smash Sisters: Fights this way with Kyoko, especially during the final battle where Oktavia, controlled by Sayaka herself like a weapon, wields a giant version of Kyoko's spear.
- Summon Magic: As part of the Law of Cycles, Sayaka can summon Oktavia von Seckendorff, her witch form, and also an army of familiars from other witches. All There in the Manual explains Oktavia can appear anywhere there is water, which is why Sayaka stabs herself to summon Oktavia with her blood in the climactic battle.
- Sympathy for the Devil: She sympathizes with Homulilly even though she's the witch behind the barrier, even saying she's suffering more than anyone she has trapped. Since Sayaka remembers the previous timelines, she knows the pain of being a witch very well.
- Teleport Cloak: Sayaka can evidently use her cape to do this, or at least mask her escape. It comes in handy when Homura attacks her.
- Took a Level in Badass: Thanks to retaining memories of previous timelines due to Madoka's influence, she fights much less erratically and is overall much stronger than before, not particularly from any enhanced strength, but simply using her resources more cleverly and efficiently. She's also capable of summoning Oktavia as a Guardian Entity, as well as a boatload of witch's familiars.
- Took a Level in Kindness: She still maintains some brashness, but is overall a lot nicer and more understanding than she was in the original anime. This is because she has memories of previous timelines.
- Unwanted Rescue: She's not too happy about Homura's new world, even if she has been brought back to life. On the other hand, even she has to admit it's nice seeing Hitomi and Kyosuke again.
- Wistful Amnesia: In Devil Homura's new world, once Homura makes sure to erase her memories Sayaka knows something is wrong, but doesn't know what.
Voiced by: Kaori Mizuhashi (Japanese), Carrie Keranen (English), Eva Bau (Spanish)
As before, Mami is still the senior magical girl in Mitakihara. However, she's now living with an odd creature she calls Bebe, which seems to have helped combat her loneliness. She comes into conflict with Homura when the latter attempts to discover the truth of their world.
- The Ace: While this probably doesn't apply anymore following the latter's ascension into godhood, the movie clearly shows (and the other characters repeatedly point out) that in terms of intelligence, pure combat abilities and magical proficiency Mami surpasses the rest of the magical girls, including Homura, by leagues.
- Badass Finger Snap: When she uses magic to style her hair into those glorious twindrills.
- Batman Gambit: Pulls a hugely epic one on Homura during their confrontation. First, she attaches a ribbon to Homura to make herself immune to Homura's time stops. Then, when Homura seems to have landed a disabling shot, she reveals that the Mami Homura was fighting was just a copy made from her ribbons.
- BFG: Her Tiro Finale takes the form of a railway tank made up of a giant flintlock and cakes.
- Big Sister Mentor: As the oldest of the Holy Quintet, she's this to everyone.
- Building Swing: Mami puts her ribbons to far more versatile use than she did in the anime.
- Gun Fu: Her fight with Homura is all about exchanging fire between magic flintlocks and modern firearms, clashing with each other when too close, and essentially leveling the entire area with nothing but ricocheting bullets shot earlier on.
- Improbable Hairstyle: She curls her hair with magic.
- The Leader: She's the leader of Puella Magi Holy Quintet.
- Leaning on the Fourth Wall: She can be heard humming her own theme music while brushing her hair.
- Let's You and Him Fight: Engages in a fight with Homura because of the latter's aggressive actions towards Bebe, She would've opted for an explanation, but Homura decided to fire the first shots.
- Mama Bear: While she hates having to fight a friend, she does not tolerate Homura trying to kill Bebe and starts an epic gun fight with her to protect Bebe.
- Modesty Towel: During one gratuitous scene where she comes out of the bath. The manga makes this much less explicit.
- More Dakka: How does she fight against Homura's modern automatic weapons? Summon dozens of flintlocks and fire them in rapid succession, mimicking machine gun fire.
- Ms. Fanservice: The first clear shot we get of her in the entire movie is a shot of her mammies, she is later shown in a Modesty Towel, and then we get another closeup of her chest during the Cake Song.
- Mundane Utility: She uses her magic to style her hair.
- Secret Test of Character: While Mami fights against Homura desperately in their duel, in reality she's not really there, but is employing a ribbon clone of herself while trying to talk Homura down. Had Homura went for a killing blow to clone's fake Soul Gem instead of the leg shot, Mami would've struck Homura down right then and there.
- Self-Duplication: She's able to make a copy of herself with her ribbons, which she does in her fight against Homura.
- Shoot the Bullet: She's able to deflect Homura's attacks by shooting the bullets from her guns.
- Took a Level in Badass: What happens when Mami is no longer held back by her emotional issues? She adds tons of new weapons like handguns and shotguns to her arsenal, she uses her ribbons to devastating effect, even using them to create a duplicate of herself at one point, and her Tiro Finale upgrades to a railgun, which shoots what can only be described as a nuke. Damn.
Voiced by: Ai Nonaka (Japanese), Lauren Landa (English), Graciela Molina (Spanish)
Kyoko is now a classmate of Madoka, Sayaka and Homura. She's also living at Sayaka's place, and it seems that the social interaction has made her nicer than she was in the anime. When Homura starts getting suspicious, she comes to Kyoko with a request that tips her off to the secret of their world.
- Back-to-Back Badasses: With Sayaka during the climatic battle against Homulilly and her familiars.
- Big Eater: As in the original series, but played for cuteness and laughs until after the bus scene, after which it's once again a nondescript quirk of hers.
- Book Dumb: She prefers having fun than studying.
- Deadpan Snarker: Has a few moments like this.
- Demoted to Extra: She has a more marginal role than the other characters, unlike in the series where she was something of an Arc Villain.
- Flanderization: Her Big Eater tendencies are subjected to this. This is likely due to the Fake Memories implanted by Homura's witch barrier. Later in the movie it's implied she reverted to her old personality after finding out the world was an illusion.
- Joshikousei: Unlike in the series, she wears the school uniform when not transformed. Later she changes back to her casual clothes and wastes time in the arcade, possibly to indicate that she's stopped going to school since it isn't even real anyway. Kyoko's uniform is the canonization of this picture◊ by character designer Ume Aoki. It was shown as the end card for the anime's last episode. The idea of Kyoko wearing a school uniform was also in Puella Magi Madoka Magica Portable.
- Knight in Sour Armor: After the bus scene, she shows shades of her old apathetic, snarky self.
- Nice Girl: In the movie she's a kind, friendly and helpful girl, who is also a bit snarky and hedonistic.
- Ship Tease: Lots with Sayaka. They are actually living together in the same house now.
- Single Tear: When Sayaka confesses that she regretted having to leave Kyoko behind.
- Smash Sisters: Fights this way with Sayaka, especially during the final battle where Oktavia wields a giant version of Kyoko's spear.
- Took a Level in Kindness: Kyoko now acts more like a typical, slackerish schoolgirl, and is good pals with the other characters - which is basically how she behaved before her father's Pater Familicide in the original series' timeline(s). This is the result of Fake Memories. After she learns the truth, she reverts back to her sour-natured self from the anime, albeit still being good friends with the others. At the end of the movie, Devil Homura's changes to the new world make her into a schoolgirl again, but it's unclear how her personality has changed if at all.
- Trademark Favorite Food: Apples... but this is also the result of Flanderization.
Voiced by: Emiri Katou (Japanese), Cassandra Lee Morris (English), Marta Barbará (Spanish)
The contractor of magical girls. In the movie Kyubey is more of a standard magical girl mascot: cute, cuddly, sweet and helpful. In fact this Kyubey is apparently not even capable of human speech. This turns out to be an act. Par for the course, his real motives are much more sinister...
- Asshole Victim: With Devil Homura completely annihilating the Incubators' plans, enslaving them and forcing them to suffer god knows what to apparently provide a counter to entropy at the very end, karma has finally caught up with Kyubey after millenia of manipulating the human species and potentially many others.
- Batman Gambit: He attempts to get Homura to call on Madoka's power to save her, thereby allowing him to observe the Law of Cycles. It fails, as does his attempt to get Madoka to release her power directly.
- Big Bad: Once again, everything is Kyubey's fault... but then he and his entire race are Demoted to Dragon by the even more powerful Devil Homura.
- Break Them by Talking: Kyubey attempts to get Homura to summon Ultimate Madoka. It doesn't work.
- Clark's Third Law: The Incubators were able to build a field that blocked out any kind of external influence, including the Law of Cycles.
- Create Your Own Villain: He and Homura were already enemies, but she never really posed a threat to him until his own actions resulted in her becoming a demon that exceeds even Ultimate Madoka.
- Demoted to Dragon: His plan backfires in the worst way possible and leaves his entire race at the mercy of Devil Homura, who is keeping them alive for her own purposes.
- Did You Just Punch Out Cthulhu?: He created the stasis field to block Homura's Soul Gem from all outside influence, with the goal of being able to see Ultimate Madoka and the Law of Cycles, and removing them from the equation so witches will start being born again and provide more energy to be harnessed in stopping the universe's entropy. He fails utterly.
- Evil Cannot Comprehend Good: Once again Kyubey severely underestimates the lengths that humans will go to save each other. He's completely dumbfounded when Homura willingly chooses to transform into a witch instead of having Madoka save her since, by transforming in her soul gem, she will be completely destroyed and unable to reach the Law of Cycles. He also can't comprehend the lengths Madoka would go in order to save Homura (willingly having her memories and powers suppressed and instead having Bebe and Sayaka serve as her power instead) which causes him and his race to shout how illogical it is at the end of the movie.
- Evil Plan: The Lotus-Eater Machine seen in the first half of the movie is the result of Kyubey putting Homura in an isolation field that not even Ultimate Madoka/the Law of Cycles can reach. Homura's corrupted soul gem then creates a witch barrier inside itself that can bring others from outside the field into it. Kyubey hopes that the field brings in the Law of Cycles, allowing him to observe its existence... since once he observes the Law of Cycles, he can try to interfere with and control it, bringing back the old system of magical girls turning into witches.
- Faking Amnesia: He was unaffected by the Fake Memories Homulilly implanted in everyone and was aware of what was really going on all along, as he's running an experiment by transforming Homura into an incomplete witch. He just played at being a Team Pet to not raise Homura's suspicions.
- Fatal Flaw: Greed is Kyubey's primary flaw with his lack of empathy and conscience, and has a healthy dose of Pride in the form of his general disdain for humans and their sensibilities. While he had no reason to believe that Homura could become a God, if Kyubey had maybe even a smidgen of respect for human intellect, he would have realized that mouthing off about his plan to interfere with the Law of Cycles to the best friend/lover of its creator just might have been a bad idea.
- Faux Affably Evil: As detailed under Took a Level in Jerkass, Kyubey is no longer merely brutally blunt with an alien morality. Now he openly derides humanity and taunts the girls, all with an airy, cheerful, I'm-objectively-better-than-you-Puny Earthlings tone. This is all on top of going from a passive Greater-Scope Villain indulging in being Necessarily Evil to an active Big Bad acting out of greed.
- Gone Horribly Right: Kyubey's efforts to revive the witch system resulted in the creation of a full-blown devil figure that is genuinely capable of harming him and destroying the universe. To explain, if Kyubey hadn't trapped Homura's soul gem in the isolation field, Homura wouldn't have rejected Madoka's sacrifice from the original series. Furthermore, it was the isolation field that forced Madoka to take an observable human form, allowing Madoka to be interfered with. Finally, Homura wouldn't even know Madoka could be interfered with if Kyubey didn't tell her his plan.
- Hoist by His Own Petard: Kyubey has his experiment completely backfire, he gets beaten to a pulp, is enslaved by Devil Homura to absorb the world's curses, and is apparently driven insane by the events of the movie.
- Jumping Off the Slippery Slope: Kyubey in the series was a Well-Intentioned Extremist. As far as he knew, there was no way to get the energy the universe needed other than the witch system. Kyubey in the movie leaps straight into greedy, self-serving villainy when he decides Madoka's system isn't productive enough for his tastes: despite getting all the energy he needed from the Law of Cycles, Kyubey decides to attempt to bring back the good ol' days.
- Just Between You and Me: Played with. He explains his entire plan to Homura, but he does it to convince Homura to restore Madoka's memories. He also doesn't tell Homura his true goal, but she figures it out anyway.
- Karma Houdini Warranty: After everything he's done not merely to the heroes, but in regards to all of the misery he's caused to all magical girls everywhere, and pretty much getting away with it in the series, Kyubey finally gets a face-full of karma that's been building up for millennia. His plans: destroyed beyond repair. His species: enslaved to one of his own "cattle". Himself: Mind raped.
- Lack of Empathy: As usual, Kyubey and the rest of his kind just don't get emotion. And as usual, tampering with a force beyond their comprehension ultimately blows up in their faces. The difference is this time, they don't get off so easily...
- Manipulative Bastard: As per the original series, only this time he's outright manipulating Homura to make Madoka observable, potentially allowing him to interfere with or even control the Law of Cycles. This backfires spectacularly by Homura's ascension into a God of Evil.
- Mind Rape: It's implied Devil Homura did this to him in The Stinger, giving that he seems to be quivering in fear. Note that earlier Devil Homura claims that she needs his existence to deal with the world's curses... which implies that she's actually making him suffer those curses.
- Motive Rant: It's not really a rant, but he has a calm (at least on his end) conversation with Homura about his actions and motives.
- My God, What Have I Done?: After the advent of Devil Homura, he finally realizes that toying with human emotions was a terrible idea (and ironically, it's probably the most sensible thing he's ever said). Unfortunately for him, it's too little, too late.
- Nice Job Fixing It, Villain: Not only does Kyubey fail to revive the witch system, he creates an entity that can actually threaten his kind.
- Obfuscating Stupidity: During the first half, Kyubey is purposely acting like a cute harmless animal in order to observe the magical girls.
- Oh, Crap!: When Homura and Madoka are about to destroy the isolation field for good, all of the Incubators express their shock in unison.Incubators: "I don't get it." ("This is so illogical!" in the English dub)
- Out-Gambitted: It turns out Madoka was aware of what he was trying to do and pulled off a Memory Gambit with the help of Sayaka and Nagisa in order to break his isolation field from the inside without releasing her full power.
- Pokémon Speak: Kyubey only says "kyu" for the movie's first half, even after Homura becomes suspicious, because he's pretending to be a harmless animal.
- Ridiculously Cute Critter: Purposely invoked on his part.
- Satanic Archetype: He has much in common with Lucifer from Paradise Lost, as it rebels against Madoka by attempting to overthrow/control her and bring back the witch system.
- Screw This, I'm Outta Here: After seeing the ascension of Devil Homura, Kyubey realizes that it was a huge mistake to experiment with human emotions and tries to run off. Homura doesn't let him.
- Smug Snake: He severely underestimates Madoka's reach and his planning this go-around bites him in the ass. Big time.
- The Sociopath: He also shows signs of Greed, trapping Homura and her friends inside Homura's own witch barrier in an attempt to reinstate the witch system so it can continue siphoning energy for itself. Once again, this leads to his downfall as Madoka outsmarts him a second time.
- Speak in Unison: All Incubators share one consciousness and sometimes speak the same phrases all at once to show it.
- Straw Vulcan: Much more blatant than before. For someone without emotions he sure does like to gloat.
- Team Pet: Kyubey acts as the team's mascot alongside Bebe and doesn't seem to do much other than look cute. This is intentional on his part.
- This Cannot Be!: An assembly of Incubators all announce at once that they just don't get it (altered to saying it's illogical in the English dub) after Homura and Madoka's attack punches through their isolation field and bombards them with a Rain of Arrows.
- Took a Level in Jerkass: Kyubey may have been a villain in the original series, but the series went out of its way to clarify that he was not necessarily 'cruel' as much as alien in terms of morality. He always spoke bluntly and matter-of-factly, but never went out of his way to be a jerk in his interactions with the girls. And while what he did was horrible, he felt he had no other choice in order to stave off entropy. Come Rebellion, however, and Kyubey graduates from uncaring to genuinely malevolent: he takes an active role in the conflict, blatantly mocks and insults the girls and humanity in general, stoops to conspiracy and deceit when he never did in the show, and throws away any credibility in his identity as a Well-Intentioned Extremist by acting purely in the interest of greed.
- Unreliable Expositor: Both due to his information not being as good as he thinks it is.
- During his Motive Rant, Kyubey claims that Madoka's memories were affected by Homura's barrier. However, Sayaka and Nagisa later reveal that Madoka deliberately suppressed her memories and powers to fool Kyubey. As both Sayaka and Nagisa remember, it's suggested that Madoka would normally be immune to the barrier's memory alteration but allowed herself to be affected.
- It's interesting to note that later on, Kyubey tells Homura that if they observe the Law of Cycles, they can interfere with it, learn how to control it, and cause magical girls to become witches again. When Ultimate Madoka comes down to take Homura's soul gem, Homura is able to observe her and is subsequently able to interfere with her. But when Homura keeps Madoka from purifying her soul gem, she doesn't become a witch like Kyubey predicted. She becomes something else...
- Villainous Breakdown: As much as an emotionless being can, anyway. Kyubey gets more frantic as his plans start falling apart. He is incredulous at Homura choosing to kill herself instead of allowing him to observe Madoka. He is then utterly surprised to learn that Nagisa and Sayaka are themselves part of the Law of Cycles. And then an assembled mass of Incubators all shout in unified shock when the isolation field is destroyed. Finally, Kyubey is reduced to genuine terror when Devil Homura arrives. And bear in mind how Incubators see emotions. That's right: the events of the movie drove Kyubey mad.
- Walking Spoiler: You'd be hard pressed to find a fan of the series who was shocked by the revelation that Kyubey was the villain. The scope of his plans are the real spoiler.
Voiced by: Kana Asumi (Japanese), Xanthe Huynh (English), Maribel Pomar (Spanish)
Nicknamed Bebe, the Dessert Witch Charlotte befriended Mami before she met the other Magical Girls and is helping the Holy Quintet fight Nightmares.
- Adorable Abomination: She is a Witch that happens to resemble an adorable doll, but can transform into a monstrous serpentine creature.
- Affectionate Nickname: She calls Mami — specifically her Magical Girl form — "Cheese", her favorite food. Doubles as a Call-Back to when she ate Mami in the original series.
- Ascended Extra: After having only appeared in one episode of the anime, she gets an expanded role.
- Backstory Invader: Mami claims to have adopted her long before meeting Madoka and Sayaka, and that they were inseparable ever since; but Bebe appeared only briefly in the original series, when she literally bit Mami's head off, and then got blown up by Homura. She was never Mami's pet before the movie, but none of the characters can remember her being anything else. It turns out that Homura has manipulated the memories of most of the cast, including herself, and "Bebe" is only the tip of the iceberg.
- Big Eater: She happily devours an enormous cake that's as tall as her worm-form is long. In one bite. And then she begs Mami for cheese right afterwards.
- Character Catchphrase: "Turn into cheese! Turn into cheese!"
- Cute Critters Act Childlike: Bebe acts like an excitable child. This is because she is a child.
- Cute Oversized Sleeves: She looks like a doll wearing a dark dress with very long sleeves that reach past her feet.
- Cute Witch: Bebe is cute in terms of an appearance, but she's still a witch.
- Detect Evil: Capable of detecting Nightmares.
- Foil: To Kyubey, as the Team Pet and Mami’s friend. The major different is that Kyubey was a Weasel Mascot who did nothing to help with her emotional instability, kept secrets from her and, at times, manipulated and her emotions to further his own goals. Bebe provides much needed emotional support for Mami, who admits that she would have given up without her. She also apologizes after her deceit and fully explains things once she does find out.
- Heel–Face Turn: Unlike her anime self, she is firmly on the heroes' side, and is practically Mami's best friend.
- Irony: If only Mami knew what happened between the two of them in the series...
- Non-Standard Character Design: Well, she is a witch, so her design and movements differ quite a bit from the other characters. Just like in the original anime, her "style" is based off of children's cartoons, with her lively behavior further accentuating this.
- Obfuscating Stupidity: Just as Homura was quick to assume, Bebe knows what's really going on, and is acting the way she is in order to fool Kyubey. Like Sayaka, she's trying to pretend she's an illusion created by Homura's barrier. If Nagisa didn't disguise herself as Bebe, Kyubey would have recognized Nagisa as a magical girl taken by the Law of Cycles and would have wondered why she appeared in the barrier of someone who never met her.
- Only Known by Their Nickname: According to Word of God, her name really is Charlotte, but she never actually gives her name and the characters can't read the Cypher Language. Warning: Major spoilers in the link!
- Pet Monstrosity: Mami keeps Bebe as her pet in the fake reality, unaware that Bebe is actually a Witch that ate her in a previous timeline.
- Red Herring: Homura initially targets Bebe upon finding out she can't leave Mitakihara City, with the excuse that Bebe's obviously a witch. The truth turns out to be more complicated.
- Ridiculously Cute Critter: She looks like a cute doll with a candy-shaped head.
- Satellite Character: She spends most of her time around Mami and her only role in the fake reality is being Mami's dear companion.
- Scary Teeth: A mouthful of razor-sharp ones in her worm form, natch. She also reveals them when eating cheesecake in her doll form, though they're not as pronounced and more in the vein of Cute Little Fangs.
- Significant Double Casting: She shares the same voice actress as Nagisa Momoe, despite only speaking in gibberish during her screentime. This is because she and Nagisa are the same being.
- Speech Bubbles: The bubbles containing Japanese characters that float out of her when she speaks.
- Super Mode: She normally appears as a small doll-like creature, but can expel a massive snake-like second form from her mouth.
- Sweet Tooth: Being the Dessert witch, she loves eating sweets.
- Team Pet: To the magical girls, particularly Mami. Often clashes with Kyubey at the start, who seems to be staying with Madoka and acting as her Team Pet.
- Theme Naming: It seems the creators noticed the Mami = Mommy jokes; Bebe isn't much different from "Baby". It can even translate to "baby"/"infant" in other languages.
- Trademark Favorite Food: Cheese, of course.
- Took a Level in Kindness: To say the least: Bebe is kind, helpful, and Mami's new pet and best friend, as opposed to the anime where she was a mindless, ravenous monster with a taste for human flesh. This is because she is a magical girl in disguise.
- The Unintelligible: What she actually says is mostly nonsense, but it's translated through subtitles. The characters understand her just fine thanks to the bubbles containing Japanese characters that float out of her when she speaks. She does mix in a few actual words at different points: Mascarpone, Parmesan, Camembert, Parmigiano Reggiano, Mogu, and Kyubey.
- Voice of the Legion: You need to listen very carefully to hear it, but her worm-form has a slight flanging effect to its voice.
- Voluntary Shapeshifting: Retains her worm form from the previous series. She also adds a Magical Girl transformation.
- You Don't Look Like You: The biggest difference between Bebe and Charlotte is that Bebe has a face that resembles both characters' worm form. It's believed the design was changed to make Bebe more expressive. Interestingly, one of the pictures of Bebe in Mami's house depicts her looking exactly like Charlotte, which implies that she changed from the older appearance to the new one. Going by information given in the Witches' Booklet, this picture is supposed to be of Bebe before she became her current form seen in the movie, and is noted to have been silent and expressionless, thus confirming the implication as correct.
Ascendant Magical Girls (All Spoilers Unmarked)
Voiced by: Chiwa Saitō (Japanese), Cristina Valenzuela (English), Ariadna Jiménez (Spanish)
Homura's dark goddess/demon form, born from her love for Madoka.
- Above Good and Evil: Ultimately, rather than good or evil, Homura just does whatever she believes will keep Madoka safe and happy because she loves her. Since she thinks Madoka isn't happy as a goddess, Homura decides to hijack the Law of Cycles and create an altered reality where everyone has a perfect life in the material world. She just calls herself a devil because she's going against the natural order created by Madoka after becoming a goddess.
- Aesop Amnesia: Throughout the entire movie, the other magical girls try to convince Homura that she shouldn't make herself miserable by burdening herself with solving problems alone. If Homura would've had things her way, she would have ended up as a witch, forever separated from Madoka and salvation. Thanks to the other girls refusing to give up on her, Homura was freed, reunited with Madoka, and the Incubators' plot was foiled. Despite all of this, in the very end, Homura still insists on "fixing" everything all by herself and isolates herself from everyone in her new world.
- Age-Inappropriate Dress: In her demon form, Homura — who is 14 years old — wears a revealing Sexy Backless Outfit with a Showgirl Skirt, cut-out sides, Vapor Wear, and a Navel-Deep Neckline.
- Always Save the Girl: Protecting Madoka is still Homura's top priority. And to "save" Madoka, Homura becomes the devil to her god and turns the world into a Gilded Cage to keep Madoka as her prisoner.
- Ambiguously Evil: Exactly how evil Homura is depends on the viewer's value system: on one hand, her world is portrayed as better since Madoka, Sayaka, and Nagisa are alive. On the other hand, she created said world without anyone's consent. There's also the part where she tells Sayaka that she will destroy the universe once all the wraiths are dealt with, but later on she contradicts this by telling Madoka that she just wants a world where Madoka is happy. It can be said that she has resigned to be a Card-Carrying Villain and simply acts the part, because the only people who are explicitly suffering in her new world are Kyubey (who's pretty hard to pity) and Homura herself.
- Ambiguously Gay: The movie is filled with tons of questionable scenes between her and Madoka, such as the Love Confession Homura makes as her Motive Rant. Word of Saint Paul states they believe Homura's obsession is romantic, and Word of God has directly compared Homura's relationship with Madoka to Anakin's and Padme's. They just stop at outright saying it.
- And Then What?: Homura has no idea what she'll do with the new world she created, all but admitting her actions were for Madoka's sake with no idea of what would come next, even offhandedly considering destroying the world simply because she's become evil.
- Anti-Villain: By the end of the movie, she has become a God of Evil, but at least creates a world where everyone is happy, even if she has to kidnap Madoka and shove her in a Gilded Cage to do it.
- Being Evil Sucks: She imprisoned Madoka in her perfect world, and believes that she will no longer have her trust once she inevitably breaks out of it. Homura may rule over her own world, but it's still a Self-Inflicted Hell for her because she won't ever forgive herself for the betrayal that she had to commit. In accordance with her thoughts, even her own familiars throw tomatoes at her.
- Being Tortured Makes You Evil: An explanation for her actions at the end of the movie. The psychological terror she endured over the course of the series has finally reached its tipping point, and by the end of the picture she more or less decides that it's better to reign in Hell than to serve in Heaven. Becoming a witch was pretty much the final straw for the poor girl, we only see a little of what it's like but it wasn't pretty. Word of Saint Paul implies that this may be partially involved, more specifically what the Incubators did to her in the film.
- Big Bad: Takes over this role from Kyubey. How much of it is genuine and in which capacity would she return for the sequel is anyone's guess.
- Bishoujo Line: As Homulilly, she looks like a giant skeleton with the top half of her skull cut off. After becoming an evil goddess, she looks like an angel with black wings.
- Broken Smile: During The Stinger, she smiles as she's implied to throw herself from a cliff.
- Card-Carrying Villain: She claims that she is evil and a demon as she first ascends and seizes Madoka and Kyubey, then spends much of the remaining screentime in her usurped universe, bullying Kyouko and Mami from the shadows, threatening Sayaka and Madoka when they show they still remember the old way and desire to go back to it, and cheerily abusing Kyubey to his absolute limits of endurance.
- Chronic Self-Deprecation: Her familiars have names that are a manifestation of Homura's opinion of herself: Arrogance, Sadsack, Liar, Coldheartedness, Selfishness, Slanderer, Dunce, Jealousy, Lazybones, Vanity, Cowardice, Fool, Bias, and Obstinance. Supposedly, there's also one by the name of Love, which is nowhere to be seen.
- Clasp Your Hands If You Deceive: She's seen clasping her hands as she observes the amnesiac Madoka entering the classroom of her fake world.
- Control Freak: Of a sort. Homura wants Madoka to have a normal life, and thus doesn't intend to control her life and actions right down to the smallest detail. If Madoka's about to regain her memories of her godhood, however, Homura will be right there with a jolt of Laser-Guided Amnesia.
- Dark Magical Girl: Homura takes this trope to its logical extreme by becoming a dark magical girl devil to oppose Madoka's magical girl goddess.
- Dark Messiah: While Madoka makes the world better out of selfless love for everyone, Homura makes the world better so that it can be a Gilded Cage for Madoka. Familiarity with Buddhism would explain why this might be a very bad thing.
- Death Seeker: There's a moment where Homura's familiars jump off a ledge. Shoes are scattered around the ledge, and the familiars are not wearing shoes themselves. In Japan, it's common for people to remove their shoes before committing suicide. Homura might be acting like a devil, but if her familiars are any indication, she secretly wants to die.
- Demiurge Archetype: While she is primarily a Satanic Archetype, she also possesses similarities to the Demiurge, in that she overthrows and replaces Ultimate Madoka, the God archetype, and recreates the universe, becoming a false god.
- Demon of Human Origin: She becomes the Devil itself and usurps Madoka's position as the ruler of the universe.
- The Devil Is a Loser: Despite having ascended to the nearest equivalent of the Devil in this universe, Homura truly feels like garbage. Her familiars express the feeling by pelting her with magically conjured tomatoes. All her talk about being a "devil" is all meant to showcase how pathetic and self-loathing she is, especially when it's seen that her familiars are being unconsciously ordered to punish and revile her for her crimes.
- Did You Just Punch Out Cthulhu?: She usurps the goddess of hope. And as a mere afterthought, enslaves and mind rapes the Incubators.
- Dissonant Serenity: She's noticeably more nonchalant in her demeanour than usual, despite having usurped a goddess and brainwashed everyone she knows.
- Divinely Appearing Demons: Even though she calls herself a devil, she looks like an angel with black wings.
- The Dreaded: Even when people in her fake world are incapable of knowing what she is, they still feel uneasy by her presence.
- Evil Costume Switch: After ascending to an evil goddess/devil, she abandons her Sailor Fuku-like Magical Girl uniform for a black dress that looks like it's made of feathers.
- Evil Counterpart: By the end of the movie, Homura becomes the universe's equivalent to the devil, as she directly opposes Ultimate Madoka and steals her powers.
- Evil Virtues: Love. Homura loves Madoka so much that she will pull her down from heaven, seal away her powers, prevent her from doing her duty as the savior of magical girls and rewrite the universe with Homura herself in charge, all so Madoka can live a normal, happy life, no longer burdened by the loneliness of being a goddess and the despair of erasing herself from the memories of everyone she's ever known and loved. The problem is she completely disregards what Madoka really wants.
- Evil Wears Black: She's the Devil equivalent in this universe and wears a black dress.
- Exhausted Eye Bags: Her eye bags make her look like she hasn't slept properly in weeks.
- Eye Color Change: She gains bright purple eyes as Devil Homura, similar to how Ultimate Madoka has Supernatural Gold Eyes.
- Fallen Hero: By the end of the movie, she has become one due to usurping Ultimate Madoka and altering the Law of Cycles, turning herself into the universe's equivalent of Lucifer.
- Fatal Flaw: Clinging to the past. She puts on a stiff upper lip and remains stalwart to Madoka even after her Heroic Sacrifice before the events of the film, but she ultimately never got over losing her. This reaches its logical conclusion the very second she starts to (mistakenly) think that Madoka didn't want to make that sacrifice, after which everything goes wrong and Homura seizes the first attempt to undo it that she gets, cementing herself as Madoka's opposite in the process.
- Freudian Excuse: Going through nearly a hundred timelines where she failed to save her friend from dying/destroying the world already did a number on her sanity. The fact that all of that was for naught was what pushed her off the deep end.
- From Nobody to Nightmare: Homura sure went a long way, from a bedridden ill girl, to Cute Clumsy Girl, to a proper Magical Girl Warrior, to The Stoic Determinator Time Master, to The Chosen One of a Physical God, to Satanic Archetype Dark Messiah.
- God of Evil: Played With. She traps Madoka and the other magical girls in her own world. While her methods may look evil, she's doing it so everyone else can have happy lives.
- Good Running Evil: Played with. She's now in control of the Blue-and-Orange Morality critters that run the Grief-harvesting scheme to keep the universe going, making it impossible for them to hurt Madoka anymore. However, now it's up to Homura to either shoulder the moral burden of this scheme for as long as she wants the universe to keep going, or try to come up with a new solution that might be even more immoral.
- Good Wings, Evil Wings: She has skeletal wings with sparse black feathers hanging off of them as part of her ascension. These wings are similar to Polish Hussars.
- Goth Girls Know Magic: She has gained a very gothic appearance and has become much more powerful magically with her ascension to an evil goddess.
- Hypocrite: Homura wanted to avoid the possibility of the incubators from controlling Madoka, but when the opportunity presented itself, her method of stripping Madoka of her memories and refusal to allow an escape from a Gilded Cage is ultimately no different. Though, to soften the blow, she does seem aware of it considering her guilt over the situation, and her motives are much more altrustic than what the Incubators had in mind.
- I Did What I Had to Do: At the end of the movie she seems to feel this way about creating a Gilded Cage for Madoka's happiness, as well as erasing everyone else's memories of her having usurped Ultimate Madoka.
- Impossibly-Low Neckline: She wears a strapless, backless skin tight dress that seems like it has to be glued to her chest for it to not fall off.
- It's All About Me: While far from unwarranted, Homura's actions at the end of the movie are driven by her desire to do what she thinks is right, everyone else be damned (even Madoka). This is undermined a bit by the fact that she shows more compassion than before, and that her actions are ultimately well-intentioned.
- I Want My Beloved to Be Happy: Deconstructed. A conversation with Madoka causes Homura to mistakenly believe that Madoka isn't happy being God. As a result, at the end of the movie, Homura becomes the devil to create a world where Madoka can be happy...or at least, what she believes can make Madoka happy.
- Jumping Off the Slippery Slope: She fully cements her status as a God of Evil when she erases Sayaka's memories. Sayaka tells her she'd always remember Homura as a demon for that.
- Knight Templar: Homura won't allow Madoka to suffer for someone else's sake - because she believed that Madoka wasn't happy as a immaterial concept. So, she rewrites reality and brainwashes all magical girls, including Madoka, to create a world where she believes Madoka will finally be happy.
- Love Makes You Evil: Homura's love for Madoka ultimately drives her to essentially become the Devil, even usurping and reducing Ultimate Madoka back to a normal human life.
- Mad God: Devil Homura doesn't seem to be all there. She can't spend two minutes without breaking out a Nightmare Face and a creepy speech pattern.
- Meaningful Name: Homura's full name can be translated as something along the lines of "the flame of dawn" which is synonymous with "light bringing" and "morning star", the literal translations of Lucifer's name.
- Mirror Character: The final result of her Face–Heel Turn was to trap the world in a Lotus-Eater Machine where everyone is happy, whether they like it or not. This is the modus operandi of Kriemhild Gretchen, Madoka's own witch.
- Navel-Deep Neckline: Her outfit has a crooked-shaped neckline that plunges down to her stomach.
- Necessarily Evil: She meddles with Ultimate Madoka's system, mind-wipes everyone, and effectively turns the entire universe into her witch labyrinth, but by doing so, she permanently nerfs the Incubators and creates a world where everyone is alive and happy. Even though she ostensibly did all this out of obsession with Madoka, she doesn't attempt to brainwash Madoka into being her lover, and she returns her red ribbons, implying that she feels her selfish betrayal makes her undeserving of Madoka's selfless love. She also accepts that Madoka will probably regain her powers someday and become her enemy. This is because Homura doesn't want Madoka's love at all, or perhaps has even given up on earning it - she just wants her to be happy now.
- Next Tier Power-Up: During the movie, she goes straight from a veteran magical girl to a powerful witch, then the universe's God of Evil. After becoming Devil Homura, she breaks her old soul gem in her mouth and gets something entirely new — a "dark orb". Which she then swallows.
- Nominal Villain: Everything Devil Homura does is motivated by her love for Madoka and desire to finally see her living the happy, normal life she deserves. The only reason why she's treated as a villain is because she didn't ask for Madoka's or anyone's consent before changing their memories and trapping them in a Lotus-Eater Machine.
- No Place for Me There: The world she creates at the end is designed to make everyone else happy, with or without their consent, but it leaves Homura herself more miserable than ever.
- Outside-Context Problem: Nobody saw her evolution into the Devil coming. Not even the omniscient Madoka, or even Homura herself.
- Passion Is Evil: Love and passion seem to be at the core of what makes Homura who she is by the end of the movie. Notably, it's a selfish, single-minded passion centered on Madoka.
- Pay Evil unto Evil: By the end of the movie, she's essentially become the universe's devil-figure and reduced the entire Incubator race, who have been thoroughly portrayed as scheming dirtbags, into her slaves.
- Poke the Poodle: She's trying to be a Card-Carrying Villain, but the cruelest things she does to the magical girls are breaking Mami's teacup and causing Kyoko to waste a couple of apples. Otherwise, she has made sure they're having happier lives in her Lotus-Eater Machine.
- Power Gives You Wings: She gains black feathery wings with her transformation into a demon.
- The Power of Love: Deconstructed. Her extreme and obsessive love for Madoka allows her to become the devil.Homura: It was not even curses that soiled my Soul Gem.
Kyubey: Then what did?
Homura: Something that you could never understand, Incubator. It is the pinnacle of all human emotion. More passionate than hope. Far deeper than despair. Love.
- Pragmatic Villainy: She doesn't particularly care for the happiness of other people, but she wants to make Madoka happy and Madoka is happy when other people are. For this reason, everyone is living an ideal life in her Lotus-Eater Machine.
- Punctuated! For! Emphasis!: And she packs as much malicious glee into each syllable as she possibly can.Homura: You're going to stay and help...In. Cu. Ba. Tor.
- Readings Are Off the Scale: As a result of every traumatic event she has experienced in the series, combined with Kyubey sticking her Soul Gem in the Isolation Field and blocking it off from the Law of Cycles, her Soul Gem accumulates so much grief that it overloads and triggers her evolution into not a witch, but a demon.
- Reality Warper: She recreates the world and rules as its supreme power now that she has dethroned Ultimate Madoka. She is still suffering throughout because she cannot forgive herself for this act of betrayal. As such, she literally reigns over a Self-Inflicted Hell.
- Red Right Hand: In lieu of the fingernail marking that other Magical Girls have the post-credits scene, it's revealed that even in her 'human' form, she has the image of her old Soul Gem embedded in her hand.
- Refusing Paradise: Homura refuses to let Goddess Madoka collect her soul and take her to the Law of Cycles twice. The first time it's to deny the Incubators access to Madoka, and the second time, it's to arrange Madoka's safety and happiness on her own terms.
- Regretful Traitor: It's suggested her familiars won't let her forget that she completely betrayed Madoka's trust and friendship in the process of creating a perfect world. At the end of the movie, Homura looks genuinely heartbroken when she realizes she can't call herself Madoka's friend anymore and will likely become her biggest enemy in the near future.
- Satanic Archetype: She ends up becoming essentially Lucifer in Magical Girl form and the Evil Counterpart of Madoka, who is a Messianic Archetype. Even so, she still refuses to actively hurt anyone, and in fact works to improve everyone's lives, if only for Madoka's sake. Except Kyubey, who frankly had it coming.
- Satan Is Good: It's pretty clear from the jump that Devil Homura's talk about being 'evil' is pretty much empty rhetoric born from her self-loathing, and her goal is making the world (and consequently Madoka) a genuinely happier place to live. The only morally questionable thing she does is stealing Madoka's powers and locking away everyone's memories to prevent them from escaping her Lotus-Eater Machine.
- Self-Inflicted Hell: Given the Whole-Plot Reference, this the main reason that Homura's victory is bittersweet and she can't be truly happy with the new world she created. Still, she is willing to accept it as long as Madoka is happy.
- Sensible Heroes, Skimpy Villains: Her costume reveals a great deal of skin, in contrast to the magical girls' and Goddess Madoka's modest dresses.
- Sexy Backless Outfit: Her black dress is almost entirely backless.
- Shadow Archetype: To Madoka. Whereas Madoka believes she should sacrifice herself for everything, Homura believes that everything should be sacrificed for Madoka.
- The Shadow Knows: In the opening sequence, Homura's shadow shows a silhoutte of her devil form.
- Showgirl Skirt: She wears a black minidress with a long tail made of feathers hanging from the back of her waist.
- Slasher Smile: She flashes one shortly before turning into a devil, and it's really creepy.
- Take Back Your Gift: At the end of the movie, Homura takes off the red hair ribbon Madoka gave her and returns it to Madoka, as the final proof that their friendship is over.
- Totalitarian Utilitarian: Weird example. Homura just wants a world where Madoka is happy, but that pretty much means creating a world where other people are happier too.
- Tragic Villain: Homura does not take her Face–Heel Turn lightly and is shown to be constantly torn by regret for what she had to do.
- The Unfettered: If it's for Madoka's sake, there's no line Homura won't cross. Including stealing Madoka's goddess power, yanking her out of the Law of Cycles, turning her mortal again and wiping her memories so she can live a happy life with her family, and becoming the Devil to rule over a new universe where everything is under her complete control.
- Utopia Justifies the Means: After seeing an endless amount of ways things can go wrong in a multitude of timelines, Homura is going to fix this twisted universe and ensure the other magical girls are safe, happy and not even remembering their original grisly fates, whether they like being trapped in a Lotus-Eater Machine or not.
- Vapor Wear: Her backless, strapless dress sports a Navel-Deep Neckline that leaves enough skin exposed for us to know she doesn't wear a bra.
- Well-Intentioned Extremist: She traps the entire universe inside a Lotus-Eater Machine, seals away Madoka's goddess powers, erases everyone's memories, and enslaves the incubator race. However, she also brought Madoka, Sayaka, and Nagisa back to life, repaired Mami and Kyoko's emotional scars, and is allowing everyone to have happier normal lives in a world without Magical Girls, Witches, Wraiths, or Nightmares. Considering the Crapsack World they were all living in before, it could be argued this change isn't a bad thing at all, but how Homura achieved it is still morally questionable.
- Yandere: She kidnaps and brainwashes most of the cast in an attempt to make a happy and normal life for Madoka. She even traps Madoka in the new world. However, she isn't doing it to be with Madoka forever; she's doing because of her genuine belief that Madoka was unhappy and suffering as a goddess.
Voiced by: Aoi Yūki (Japanese), Christine Marie Cabanos (English), Carmen Ambrós (Spanish)
Madoka's true form, sealed for most of the movie to protect her from Kyubey.
- Amnesiac God: Twice. The first time was intentional, and she entrusted her powers and memories to Sayaka and Nagisa so they could return it to her at the right time, The second time is forced by Homura Akemi, who extracts her human self from Ultimate Madoka and rewrites her memories as well as suppressing her powers. However, it is stated outright that she will regain her powers and memories when given the right trigger.
- Big Good: She's the main and most powerful force of good in the movie.
- Brought Down to Normal: At the end of the movie, she returns to being a normal girl because of Homura sealing her godly powers again. However, it's hinted that she'll regain her powers when given the right trigger, or even just if enough time and exposure to the illusion passes, something Homura bitterly accepts.
- Cleavage Window: Her dress sports a diamond-shaped cleavage cutout.
- Create Your Own Villain: Homura's transformation into a God of Evil was partially Madoka's fault. Madoka had no memory of her sacrifice or why she would go through with such a thing, a necessary move so she could foil Kyubey's plot. Unfortunately, this leads her and Homura's talk in the flower field to go awry and Homura to mistakenly believe that Madoka didn't want to make her world-changing sacrifice, culminating in Homura's Face–Heel Turn.
- Deity of Human Origin: Madoka was a human girl before she made the wish that essentially turned her into the goddess of the universe. She's back in her human form for most of the movie since she had her memories and powers sealed so she could save Homura.
- Didn't See That Coming: Despite her apparent omnipotence, Madoka didn't expect Homura to usurp her as the new ruler of the universe, even going as far as stripping her of her powers. It's clear that she didn't know Homura as well as she thought.
- God of Good: Her duty as a Goddess is to prevent magical girls become witches and send them to the Law of Cycles for their souls to rest in peace.
- Good Cannot Comprehend Evil: Homura's betrayal at the end completely blindsided her. Justified not only because of the isolation field, but simply because the closest thing to "evil" she's seen so far has been Kyubey or someone suckered by Kyubey - she simply didn't know how deep Homura's obsession really ran.
- Also because everything Homura did was motivated by a genuine belief that it was in Madoka's best interest. She thought Homura was her very best friend, and she was right.
- Good Wears White: She's the God of Good and wears a white dress.
- Guile Heroine: The Incubator's plan was to create an isolation field that would block out Madoka's omnipresence. Ultimate Madoka's response was to create an amnesiac version of herself to send in, while two others (Sayaka and Nagisa) kept her memories instead, all going under the guise that they were just more illusions created by Homura's witch barrier. Kyubey is none the wiser, and together they derail his plan so hard that not only is Homura's witch transformation reversed (which isn't supposed to be possible) and is the isolation field destroyed, but every single Incubator in the area is wiped out. Ultimate Madoka herself barely had to lift a finger.
- Mercury's Wings: Her boots have wings growing from the ankles.
- Not So Omniscient After All: It's possible to create a space where Madoka' omniscience, which relies on her omnipresence, cannot reach magical girls; the Incubators succeed in this with their isolation field, but this example is subverted since Madoka is able to easily counter it with her Memory Gambit. What really muddles her omniscience with magical girls is a flaw in her own power, namely that she can't see their memories until they die and become one with her. This comes into play in the finale, when she's about to take Homura's soul gem — because Homura never died in any of the timelines, Madoka has no idea what's going through her mind. She's expecting Homura to go along with it happily. She's very, very wrong.
- Power Gives You Wings: She gains a pair of angel-like wings when she reveals her true form.
- Power Makes Your Hair Grow: Her goddess form has much longer hair than her human form.
- Showgirl Skirt: Her white dress has a crescent-shaped skirt that reveals her legs.
- Supernatural Gold Eyes: She has golden eyes to show her supernatural nature as a goddess. She briefly gets them back when she almost remembers her duty until Homura forces her to forget again.
- Unwanted Rescue: Twofold; she, along with the other magical girls, saves Homura from the Incubators' isolation field, despite Homura wanting to die as a witch. Later on, Homura "saves" her from the Law of Cycles, but by doing so de-powers Madoka and creates a world where she leads a happy life, regardless of everyone else's fate.
- Your Soul Is Mine!: It is stated in both Rebellion and All There in the Manual that magical girls and unborn witches become part of the Law of Cycles. Reading between the lines, the implication is that Madoka as the Law of Cycles is a benevolent version of this. When Madoka purifies a soul gem, she really absorbs its despair into herself. She then absorbs the actual soul gem.
- Beneath Notice: The Incubators don't appear to consider Sayaka or Bebe worthy of notice, especially not compared to Madoka Kaname. Presumably they thought they were illusions created by Homulilly based on people from Homura's memories. This works to Sayaka and Nagisa's benefit, enabling them to blindside the Incubators in the final battle.
- Big Good: Until Madoka regains her memories and powers near the end of the movie, Nagisa and Sayaka carry her power for her and subtly push events towards the most favorable outcome.
- Our Angels Are Different: Sayaka and Nagisa are magical girls who used up their magic or succumbed to despair and were taken by the Law of Cycles as a result. Madoka sent them into Homulilly's labyrinth to serve as her agents where she herself could not act, making them Angels in all but name. They look just like they did in life, but have Ripple-Effect-Proof Memory and can transform into or summon their witch forms. Their weapons also call to typical tools wielded by angels, Sayaka with her sword and Nagisa with her trumpet.
- Pieces of God: The Law of Cycles appears to be the combination of Madoka and all the Magical Girls she has rescued, with Sayaka and Nagisa being specific girls who are separated from the whole. Devil Homura specifically notes that she was only trying to tear out the piece of the Law of Cycles that used to be Madoka Kaname, and pulling Sayaka and Nagisa down with her was unintentional.
- Ripple-Effect-Proof Memory: They are immune to the memory-altering effects of Homulilly's barrier, but play along to avoid drawing attention to themselves. Sayaka can even retain her memory when the universe is rewritten, though Homura can erase it with conscious effort.
Voiced by: Kana Asumi (Japanese), Xanthe Huynh (English), Maribel Pomar (Spanish)
A brand new magical girl introduced in the movie. Also the magical girl that became the witch Charlotte.
- Advertised Extra: Nagisa somehow manages to both be this and an Ascended Extra due to being the original magical girl form of the witch Charlotte, who only appeared in one episode of the anime. The descriptions and trailers for the film implied that she would play a major role, but in the film itself she spends most of her time as Team Pet Bebe. It should be mentioned that the movie treats Nagisa's existence as a surprise when Bebe first transforms into Nagisa.
- Airplane Arms: She runs with her arms open while frolicking around in Homura's new world.
- All There in the Manual: The production note for the original anime says that Nagisa's backstory was that she wished to eat one last cheesecake with her terminally ill mother, and became a witch after her mother died, realizing she could've wished for her mother to be cured, though she didn't think that was possible. Since the backstory is for a prototype witch, though, it is unknown if this backstory still applies to the present Nagisa.
- Ascended Extra: Surprisingly, she existed in the original anime as Charlotte, the witch who killed Mami only to be killed herself by Homura in the same episode. In Rebellion, she comes back as a magical girl and joins the main cast.
- Back from the Dead: As a magical girl and the witch Charlotte, she was already dead to begin with; here she returns as part the Law of Cycles. She's also brought back for real in Devil Homura's new world, albeit with no recollection of her past just like everyone else... possibly. It's never explicitly addressed.
- Badass Adorable: She's even cuter than the rest of the cast; yet she has a lot of strength on her side, between her powerful weapon (see Instrument of Murder below) and her ability to use her witch form, Charlotte, and summon hordes of her's and other witch familiars. However, how much of her strength is retained after the world rewrite is unknown.
- Bare Midriffs Are Feminine: She's very girly and her Magical Girl outfit reveals her midriff.
- Blue-and-Orange Morality: She's friendly and genuinely likes everyone, but her values are a little odd. She joined the mission to save Homura because she'd have the chance to eat cheese again, after all, and may or may not have been happy with Devil Homura's new world. It's likely a result of her being just a child. Of course, this could be simply her joking around.
- Breaking Old Trends: The first magical girl who doesn't wield a conventional weapon like a bow, gun, or spear. Instead, she uses a trumpet that shoots exploding bubbles.
- Breakout Character: She was included as a major character in the movie due to her witch form Charlotte's popularity with the fandom.
- Breath Weapon: Her Bebe form allows her to exhale bubbles at an incredible rate and volume.
- Bubble Gun: Her trumpet shoots explosive bubbles.
- Came Back Strong: Partially by virtue of coming back as her magical girl self. She's even stronger than usual due to gaining powers granted to her as part of the Law of Cycles—notably control over her witch form, Charlotte, and her's and other witches' familiars.
- Canon Immigrant: Charlotte's second kind of familiar, the nurse-like Polina was seldom seen outside of the manga and several games, and was only officially named when Rebellion was released. Here, they help Mami in the fight to save Homulilly.
- Cursed with Awesome: Her weapon, which can shoot bubbles that can crack a strong barrier, makes easily one of the most powerful members, but due to the plan to fool Kyubey, she's usually forced to keep her witch form.
- Expy Coexistence: Both design- and personality-wise, Nagisa heavily resembles Yuma Chitose from the Oriko manga spin-off of the original anime. Her magical girl outfit is almost a direct copy of the beta proposal outfit for Yuma. These heavy similarities have led some to view Nagisa as a copy or rip-off of Yuma with aspects of Charlotte mixed in.
- Extreme Omnivore: When she puts on her "Bebe" face, she traps several of Homulilly's Familairs in a serving dish and eats them. It's a power granted to her by being part of Law of Cycles.
- Familiar: Once she starts fighting, she's accompanied by two of Charlotte's familiars, and as the fight goes on she's accompanied by familiars from other witches as well. This is due to her new summoning powers from the Law of Cycles. She even rides a Sebastian at one point.
- Girlish Pigtails: She's an adorable little girl with small pigtails at the sides of her head.
- Horse of a Different Color: During the battle against Homulilly, Nagisa rides on a Sebastian—one of Elsa Maria's familiars.
- Instrument of Murder: Her weapon is a trumpet that shoots bubbles. Each of said bubbles can pack quite a punch; the bubbles from one blow of the trumpet can shake and crack a strong witch's barrier.
- I Was Told There Would Be Cake: Apparently, she went with Madoka and Sayaka to Homura's barrier because she just wanted to eat some cheese again.
- Little Miss Badass: She's only about 8 to 12 years old, but she's very powerful.
- Living Emotional Crutch: Mami admits that Bebe is the only reason she can be so strong. She's right; Mami snaps like a twig in all other timelines.
- Mystical White Hair: Her white hair highlights her mysteriousness.
- My Greatest Failure: The whole reason she became Charlotte in the first place was because rather than wishing for her terminally ill mother to be cured, she wished to eat cheesecake with her for a final time. However, instead of motivating her, it caused her to become a witch.
- Nice Girl: Much like Madoka, Nagisa is a kind-hearted and friendly girl at heart.
- Non-Standard Character Design: Her color scheme is much more diverse. Madoka, Homura, Sayaka, Kyoko, and Mami all have a single "trademark" color for their eyes, hair, soul gems, and magical girl costumes, which is accented with mostly-neutral colors (black, white, brown, beige, etc). Nagisa's design doesn't have a similarly predominant color, her hair is white, her eyes are yellow and orange, her costume is orange and brown, and her soul gem is a very pale purple◊. Her costume also doesn't have as many Frills of Justice as the other girls, who all have pleats and ruffles galore. Nagisa has a poncho and shorts/a skirt with just a little bit of fluffy accenting.
- Only Sane Woman: She's the only magical girl that hasn't had an emotional wreckage on-screen.
- Our Angels Are Different: Just like Sayaka, she's essentially Ultimate Madoka's secretary. Her weapon is also a trumpet, which is famously associated with angels.
- Plucky Comic Relief: More childish and amusing than the rest of the cast.
- Retcon: Charlotte's magical girl form seen in the closing screen of the series looks quite different to Nagisa's magical girl clothing. She even has a wand instead of a trumpet.
- Rummage Sale Reject: Unlike the other characters, Nagisa's magical girl outfit is a rather odd assortment of clothes: she wears a poncho, suspenders, poofy shorts/skirt, and a hat with cat ears.
- Saved for the Sequel: She doesn't get very much screentime in the movie, despite the hype, but the creators have stated they would like to do more with her in the future. It is very likely that Nagisa will play a bigger role in any direct sequel to Rebellion.
- Sixth Ranger: Joins the magical girls as part of the team, minus Homura, since Homura had turned into a witch at the time.
- Story-Breaker Power: From the story's perspective, she's reluctant to use her weapon, because combined with her witch form, the plan to fool Kyubey would fail.
- Super Mode: She can manifest Bebe's face in her magical girl form, gaining Extreme Omnivore powers and the ability to exhale a mindblowing volume of bubbles rapid-fire.
- Sweet Tooth: Her Soul Gem, in its transformed state, resembles a smiling candy to reflect her love for desserts.
- Technicolor Eyes: They're yellow on the inside and orange on the outside, a trait which may be a case of Central heterochromia, and a trait shared with the caterpillar form of her witch, Charlotte.
- Token Mini-Moe: She's younger than the rest of the cast, and goes to elementary school.
- Trademark Favorite Food: Cheese, to the point where she interrupts an emotional moment between Kyoko and Sayaka to proclaim her love for it. Notably, Mami, who she spends a lot of time with—and was her best friend and saviour from despair as Bebe—is yellow like cheese.
- Two Aliases, One Character: Nagisa is the true identity of Bebe, also known as Charlotte, the Dessert Witch.
- Voluntary Shapeshifting:
- When she truly lets loose, she morphs into her witch form. In that form, she's a good match, too.
- She can also put on her Bebe face in order to gain Extreme Omnivore powers. These powers are due to being part of the Law of Cycles.
- Walking Spoiler: Knowing too much about her reveals the fact that she's Charlotte's original incarnation.
- Yin-Yang Bomb: She can swap between her Magical Girl and Witch forms at will, as well as combine their abilities.
Voiced by: Chiwa Saitō (Japanese), Cristina Valenzuela (English), Ariadna Jiménez (Spanish)
Homura's witch form and the one responsible for creating a barrier where all of Homura's acquaintances have been trapped in.
- And I Must Scream: Homulilly is essentially tortured by her Ironic Hell, is aware of her surroundings, and powerless to fight back the entirety of its psychological horror. Sayaka implies this was true of all witches.
- Ascended Extra: Homulilly originally just appeared as Homura's witch form in the Non Standard Game Over in Puella Magi Madoka Magica Portable. She makes her official debut in the movie.
- Attack of the 50-Foot Whatever: Homulilly is nearly as big, if not bigger, than Walpurgisnacht from the original series.
- The Bait: Kyubey sealed Homura's Soul Gem inside a cube that prevents the Law of Cycles to make it disappear before Homura becomes a witch. As a result, Homura unconsciously creates a city-sized witch barrier and Madoka has to materialize inside it to have a chance to save Homura, which is exactly what Kyubey wanted as he seeks to control the Law of Cycles through Madoka.
- Big "SHUT UP!": She pulls a very scary one on Kyubey when the latter points out that she'll be separated from Madoka forever if she transforms into a full witch inside her Soul Gem. The effect is lost on the critter, but not on the audience.
- Death Is the Only Option: After finding out Kyubey's plan to capture Madoka and use her to bring back the old system, Homura decides to become a witch and then starts moving towards a guillotine to make sure she dies.
- Dem Bones: She looks like a giant skeleton with flowers growing from her broken skull and wearing a dress similar to Homura's magical girl outfit.
- Fairytale Motifs: Homulilly is "The Nutcracker Witch", with a series of old-timey nutcracker-esque familiar soldiers.
- Flower Motifs: Flowers are used in Homulilly's design. First, the red spider lilies that appear from her head are a common symbol for death in Japanese media and are said to appear near graveyards. When they switch to Cherry Blossoms after Madoka manages to reach her, the dual symbolism of love and death is what's important - love for Homura's and Madoka's friendship and death because they're about to destroy Kyuubey's seal and with it Homulilly's witch barrier, something that should effectively kill Homura and allow her to be taken to heaven with Madoka. They are also a symbol of separation, said to bloom when you see someone that you will never meet again, referencing Madoka departing from the mortal plane and saying goodbye to Homura when she became a goddess to save all the universe's magical girls.
- Humanoid Abomination: Homulilly looks the most human and traditional-witch-like out of any witch in the series until her face slides off, revealing her as a headless, skeletal monstrosity reminiscent of a Calaca doll with a field of red spider lilies growing out of where the top of her skull was (the space in-between is the flowers and her lower jaw is completely hollow). She very quickly goes from the least monstrous to the most monstrous witch we've ever seen.
- Interrupted Suicide: Homura decides to kill herself to stop Kyubey's plan to capture Madoka and use her to bring back the old system. But Madoka and the other Magical Girls end up saving Homura.
- Loophole Abuse: Witches are not supposed to be able to exist in Madoka's rewritten universe, because she wished to erase all witches before they were born. Homulilly can exist inside Homura's Soul Gem, which counts as not being born yet.
- Master of Threads: Her dress has a waist ribbon that acts similarly to an extra set of limbs and destroys the city around her.
- More Teeth than the Osmond Family: Homulilly constantly rains teeth out of the flower field that occupied where her upper-head is supposed to be, almost as if crying. Worse yet, the teeth are familiars.
- My God, What Have I Done?: When Kyubey reveals he started an experiment to lure Madoka into Homura's witch barrier, Homura is very furious and horrified at realizing Kyubey got the idea from the information she gave him about the previous timelines where Madoka and witches existed.
- My Greatest Failure: The Black Bug Room Homulilly is trapped in has her reliving the absolute worst moment of her life: the time she had to Mercy Kill Madoka with her own hands.
- Our Monsters Are Weird: Homulilly initially looks like a giant humanoid figure, but then she loses most of her head and it just gets stranger from there. First, there's the exposed portions of the skeleton and the ribbons that turn into hands. Then there's the tears of teeth that can move around and shoot nuts, the clock hands emerge from the remains of her head, the flying shields with fanged mouths, the weird-looking birds, the Homura-soldiers that come in various sizes, and the Clara Dolls.
- Resurrection/Death Loop: Homulilly's profile states that even if she makes it to the funeral procession to be beheaded, she'll simply rise again and repeat the process over and over because death isn't enough to absolve her sins.
- Robe and Wizard Hat: Homulilly initially has a witch hat, but it quickly falls off. It's ironic because the hat actually made her resemble a typical depiction of a witch.
- Suicide by Cop: She willingly becomes a witch so the incubators would not succeed in their plan of capturing Madoka, and fully expects Mami and Kyoko to finish her off.
- Teeth Flying: A variation. After the top half of her head falls off, Homulilly's teeth are seen falling from her mouth as if they were tears.
- Tomato in the Mirror: Homura is, in fact, unknowingly Homulilly disguised as a human even to herself. In the middle of the movie, Homura realizes the witch she's been hunting is herself.
- Tragic Monster: Homulilly is Homura who now believes in her heart that Madoka did not really want to become a goddess and condemned herself to an eternity of loneliness for the sake of all magical girls. In recompense, Homulilly feels she deserves nothing less than an eternity of punishment for not keeping her promise to save her very best friend.Sayaka: She might look scary, but she's the one suffering the most.
- Unwanted Rescue: While retaining enough control, Homura wanted the other magical girls to kill her. Instead, they took part in saving her, which led to her corrupted self performing a different Unwanted Rescue on Ultimate Madoka.
Oktavia von Seckendorff
Sayaka's witch form.
- Came Back Strong: Oktavia here is able to take on Homulilly, a witch with the potential to be more dangerous than Walpurgisnacht itself, and she is also in command of an orchestra comprised of the familiars of Gertrud, Kirsten, Elsa Maria, Gisela, Uhrmann, Izabel, and Roberta.
- Guardian Entity: Sayaka can summon Oktavia von Seckendorff and also an army of familiars from other witches.
- Heel–Face Turn: Kinda, given she's now become part of Sayaka's newfound powers after coming back from the Law of Cycles in order to help Madoka save Homura from the Incubators.
- The Juggernaut: Nothing Homulilly or her familiars throw at Oktavia even slows her down.
- Leitmotif: Her appearance is heralded by the sound of a flute.
- Loophole Abuse: Although unstated, her existence is implied to be this. Madoka wished to erase all witches before they were born. Oktavia is not born, but was absorbed into the Law of Cycles along with Sayaka.
- Red Herring: When Sayaka reveals that she is Oktavia, it seemingly sets her up to be the Big Bad of the movie. She's not.
- Walking Spoiler: As always, Sayaka's witch form was a major turning point in the original series. Here, it's even harder to explain her Heel–Face Turn without mentioning the Law of Cycles which made Sayaka and Charlotte's returns and newfound powers possible.
- The Worf Effect: During the fight against Homulilly, Oktavia does a lot of the heavy lifting: holding off the witch singlehandedly, tanking a storm of spears from a group of Lottes with no visible effect, and smashing a huge hole in the barrier with one strike of her spear. But when Sayaka summons Oktavia during her confrontation with Devil Homura, the demon simply claps her hands and Oktavia fizzles out.
Familiars (Unmarked Spoilers)
- Alphabetical Theme Naming: All the lesser familiars' names start with the letter L.
- Ambiguous Gender: Lotte, Liese, Lilia, and Lisa are referred to with "it" pronouns. The only exception is Luiselotte, who uses "she/her" pronouns.
- Conservation of Ninjutsu: A massive battalion of Lottes, flocks of Lieses, and numerous Lilias are no match for five magical girls fighting together. On the other hand, the Clara Dolls (of which there are a mere fifteen) are able to plow through an army of Anthonies with ease.
- Deliberately Monochrome: Like Homura's magical girl outfit, their color schemes are almost entirely black and white, save for very small details of color.
The Clara Dolls
A group of fifteen unique and powerful familiars who serve the witch who created the barrier that keeps everyone trapped.
- Anthropomorphic Personification: They're basically representations of Homura's self-loathing. Their job is to pretend to mourn for their master at her funeral procession, while smiling and dripping Crocodile Tears from their eyes.
- Character Catchphrase: "Fort! Da!" repeated over and over, a reference to a story by Sigmund Freud about a boy who made a game of throwing out his toys.
- Creepy Blue Eyes: They have neon blue, perpetually open eyes.
- Crocodile Tears: Official material reveals that their duty is to play mourners for their witch in her perpetual execution parade, but their nature as servile snarkers and perpetual smilers demonstrate that their tears are as fake as a three-dollar bill.
- Demonic Dummy: True to their collective name, they're human-sized joined dress-up dolls.
- Elite Mooks: Each one is said to be as powerful as a magical girl, making them each stronger than most witches. This is demonstrated when they effortlessly plough through the army of Anthonies holding back the rest of Homulilly's familiars, and also when just two of them manage to beat back Sayaka into precarious situation and force Kyoko to bail her out.
- The Ghost: The fifteenth one is Love, who is yet to arrive.
- Gratuitous German: They speak in German, being familiars and all, like "Fort! Da!" as mentioned above and "Gott ist tot!" (God is dead).
- The Heartless: Each one represents a specific flaw of Homura, and collectively embody her self-loathing. They are Pride, Pessimism, Liar, Coldheartedness, Selfishness, Slander, Blockhead, Jealousy, Laziness, Vanity, Cowardice, Stupid-Looking, Inferiority, Stubbornness, and Love.
- One-Man Army: In the final battle, a few of them cut a swath of destruction through the army of Anthonies with no problem. It's stated in All There in the Manual notes that some of them can match the power and capability of a magical girl.
- Perverse Puppet: Their skin is the color of a corpse, they sport Tons Of Teeth displayed by their perpetual Slasher Smile, and they have extremely creepy psycho eyes. Each of them is more than a match for a magical girl.
- The Pollyanna: According to supplementary material, Stupidity seems more optimistic than the others. She goes around telling everyone what she heard from a bird some time ago, "I heard a story about the goddess. The goddess who glows so beautifully is sure to love us."
- Produce Pelting: They chuck tomatoes at a statue of Madoka at one point, and later at Homura herself.
- Punch-Clock Villain: When they're not serving their master, they act like little kids, hanging out and enjoying themselves, and they ask Kyoko for an apple while in Homura's new world.
- Servile Snarker: They may obey the commands of their witch, but they also insult and mock her.
- Shadow Archetype: To Homura. They stay in the background for a long time, loafing around, having fun, and just being kids in general. When it is discovered who the witch really is, the children are revealed in full detail, which probably means that Homura is finally acknowledging their existence.
- Slasher Smile: Each one of them has a horrifying grin on their face at all times.
- Technicolor Eyes: Their eyes consist of several distinct rings which can change color independently.
- Widow's Weeds: They all wear different black and white mourning clothes.
- Braids of Action: It's a bit difficult to see, but Lotte sports Homura's twin braids from back when Homura was a Bespectacled Cutie.
- Deliberately Monochrome: Its coloring is almost all black and white, aside from its red glasses and the red ribbon that goes across its chest, which seems to be representative of Madoka's red hair ribbon.
- Giant Mook: In addition to the human-sized Lottes, there are also gigantic Brocken-types.
- Rule of Symbolism: Lotte looks and behaves like a strict soldier, fitting Homura's no-nonsense personality and dedication to her duty as a magical girl.
- Self-Harm: Lotte's duty is to punish the witch who spawned it. In other words, Homulilly is using her familiars to harm herself for her perceived failures.
- Tragic Keepsake: It wears Madoka's red ribbon around its chest like a bandolier.
- Braids of Action: She sports two long braids, similar to the ones Homura wore when she was still a shy transfer student.
- Horse of a Different Color: She rides a walking, decaying tooth that resembles a Lilia with horse's legs.
- Hunter of Monsters: Her job is to hunt down and kill the Incubators with her spear.
- Rule of Symbolism: Luiselotte helps the other familiars eliminate anyone who interrupts Homulilly's funeral procession. Homura does not want the other magical girls to save her, and only wants to be punished for her sins and failures—her biggest "failure" being, in her mind, letting Madoka make her wish to save all magical girls because it erased her from existence and from the minds of everyone she ever knew and loved.
- Sinister Silhouettes: She looks like a silhouette of Homura's pre-magical girl self.
- Bearer of Bad News: Its purpose is to bear bad news and announce the beginning of the witch's funeral procession.
- Exotic Eye Designs: Its pupils are diamond-shaped, the same as Homura's Soul Gem. It also appears to have a tear dripping from its eye.
- Creepy Crows: It resembles a crow or raven. Appropriately enough, crows were historically believed to be bad omens or ill luck.
- Giant Mook: In addition to the bird-sized Lieses, there are also gigantic Brocken-types. One nearly eats Sayaka before getting imploded by Kyoko.
- Living Toys: Subtly. It is referred to as a stuffed bird, and looking closely at its portrait reveals that it has stitches on its forehead and its beak; it also has what appears to be three sewing pins stuck into its head.
- Meaningful Name: "Liese" means "God is my oath," possibly referring to Homura's promise to never forget Madoka even after she became a god.
- Rule of Symbolism:
- Liese is the bearer of bad news. In the original time loop, Homura was the one who impressed upon Madoka and Sayaka that becoming a magical girl would only lead to death and despair.
- It being blinded by its headgear and ramming into things may be symbolic of Homura developing tunnel vision, single-mindedly focusing on saving Madoka at the expense of everything else.
- Watch Out for That Tree!: Because of the headgear that impairs its vision, it tends to ram into moving objects.
- The Brute: Based on its description, it seems to function as the primary muscle of Homulilly's familiars. While Lotte organizes the funeral procession, Luiselotte gets rid of the white rats, and Liese delivers bad news, Lilia chews up and spits out any intruders or simply blasts them with its nut cannon.
- Edible Ammunition: It can shoot hard nuts from its mouth.
- Eyeless Face: No eyes (or nose), just a mouth with strong teeth to chew up and crush unwanted substances and spit out nuts like cannonballs.
- Meaningful Name: "Lilia" means "innocence and purity," which is what Homura admires about Madoka.
- Rule of Symbolism: Lilia destroys any intruders with either its teeth or its nut cannons, just as Homura mows down every witch in her path.
- Signature Headgear: It wears a black fur hat, traditional of the ones worn by nutcracker dolls.
- Stone Wall: It is said that its vaunted enamel has a hardness of 10 on the Mohs scale.
- Call-Back: The way it sets the stage for everything to happen seems to recall Walpurgisnacht, the stage-constructing witch.
- Dread Zeppelin: It resembles a huge black blimp with a red sail.
- Fake Memories: Its role is to rewrite the memories of the humans brought into the false Mitakihara City.
- Rule of Symbolism: Lisa's ability to create Fake Memories of a happy world seems to be a perversion of Homura's vow to fight for the world that Madoka wanted to protect.
Voiced by: Ryōko Shintani (Japanese), Shelby Lindley (English), Nina Romero (Spanish)
Madoka's and Sayaka's friend from school, and Kyosuke's girlfriend. She makes a brief appearance in the beginning sequences of the movie, where she temporarily becomes a Nightmare, before being calmed down by the Puella Magi Holy Quintet.
- Face–Monster Turn: Becomes a Nightmare due to frustration over Kyosuke being too busy to spend time with her. She is calmed down by the Puella Magi Holy Quintet, especially Sayaka.
- Foreshadowing: Her inability to be with the one she loves causing her to turn into a literal monster hints to Homura's story arc.
- "I Know You Are in There Somewhere" Fight: The magical girls soothe the Nightmare possessing her with one of Kyosuke's melodies
- Lonely Rich Kid: Implied to be, as she's not seen with any of the Puella Magi Holy Quintet, and Kyosuke is usually too busy to spend time with her.
- Love Hurts: Her boyfriend prefers to play violin over going on dates with her, causing her a lot of angst and frustration that makes her vulnerable to the Nightmares.
- Technicolor Eyes: She gains green and yellow eyes in her partially-restored state after becoming a Nightmare.
- Visual Pun: Her partially-restored-from-Nightmare state. She's a moeblob.
The new enemies of the movie, instead of the witches and wraiths. From what's seen in the movie, they appear to be monsters created by people having "nightmares", and transforming. Only two are seen and fought in the movie: the second one famous for being defeated by the ever-so-well-known Cake Song!
- The Heartless: They're basically manifestations of a person's negative emotions, which then proceed to possess their body and go on a rampage.
- Lotus-Eater Machine: These abominations come from one. Specifically, Homura's witch barrier.
- Perverse Puppet: The Nightmares look like dolls. Each one also comes with a pair of disembodied blue hands that move with the Nightmare they belong to and it's almost as if the hands are in control of their Nightmare's motions. This hints that the Nightmares are symbolically puppets; false foes created by Homura's subconscious.
- Red Herring: They're not the true villains of the movie, despite the hype.
- Super Cute Superpowers: The teddy bears and pillows they fire as projectiles can smash buildings, but they're still teddy bears and pillows.