Sayaka returns home. She is deeply unhappy concerning the revelation in the previous episode. She accused Kyuube of lying to them, but Kyuube seems puzzled and not at all concerned. He does not have a problem with the entire “turn girls into Soul Gems so their bodies can take more damage,” thing, and does not understand why Sayaka does. Sayaka has hysterics, and Kyuube demonstrates why having been turned into a Soul Gem is beneficial by letting her experience the full amount of pain her body would be experiencing if she were inside of her body instead of outside it.
The next day, while Sayaka cuts class, Madoka questions Homura about the previous night’s revelation. She wants to know why Homura had not said anything about it. Homura states that she had tried to before, but was never believed. Madoka wonders why Kyuube would do such a cruel thing, but Homura says that Kyuube is unaware that he is doing anything wrong in ripping out their souls, because the benefits of having a body that doesn’t feel pain outweigh the inconvenience of having a body that is less durable and therefore less useful for fighting.
Madoka is horrified by this, but Homura points out that Sayaka was able to heal Kamijo, so it might be worth it to her. Homura continues to tell Madoka that she should avoid Sayaka and there is no way to save her, which Madoka does not want to hear. Madoka asks how Homura could be so cold. Homura replies that it might be because she is no longer human.
In the next scene, Sayaka is curled up in her bed, depressed and horrified. She believes that there is no way she will be able to tell Kamijo how she feels about him because she is no longer human. Her pity party is interrupted by Kyoko, who has decided to be nice to Sayaka and talk to her.
During the discussion, we learn that Kyoko’s father had been a minister who had been excommunicated for having some radical ideas about his faith. The church he tried to create failed, and Kyoko decided that she would help her father by making a wish that the church become successful. When her father found out that the people who had been coming to his church were being compelled to do so via magic he went around the bend and killed his entire family and himself. (Want to bet the only reason Kyoko survived was because she’s a Magical Girl?) The moral of the story is that you should only use the magic for yourself, because using it for someone else never works.
Sayaka asks why Kyoko is telling her this and Kyoko replies that she wants to help Sayaka because Sayaka had made the same mistake Kyoko had. Sayaka however says that she doesn’t want to be like Kyoko and only living for herself. She rejects the offer of friendship and heads off.
The next day Sayaka is still down in the dumps, but at least she’s going to school. She explains her absence as having been because she was not feeling well. As they’re walking, Sayaka sees that Kamijo is also heading to school. She becomes extremely flustered when Madoka suggests that she go talk to him. Later, Hitomi meets with Sayaka, and tells her that she likes Kamijo and plans on telling him how she feels. She tells Sayaka that she’s giving Sayaka time to ask Kamijo out before she does.
This ultimatum upsets Sayaka a great deal. When Madoka meets with her that night before going on patrol, she becomes extremely distraught, confessing to Madoka that she was a failure as a hero because for a moment she had wished that Hitomi had died, instead of rescuing her. She also believes that there is no way she can tell Kamijo how she feels about him, because she is a “zombie.” Madoka attempts to comfort her, and Sayaka appears to recover. They go out on patrol together.
Later, we see Kyoko eating a Popsicle as she watches Sayaka take on a witch. Homura appears, noting that Kyoko isn’t usually one to just watch. Kyoko states that Sayaka is fighting a Witch, not a familiar; therefore, it’s not a waste of time (and therefore, Kyoko has no reason to interrupt). Something however, appears to be going wrong with Sayaka’s battle. Kyoko decides to intervene, rescuing Sayaka from the witch’s attack. Kyoko prepares to go after the witch, but Sayaka loses her grip on sanity and goes berserk, charging past Kyoko. She begins laughing hysterically as she fights. Our last sight before closing is a silhouette of Sayaka wearing a maniacal grin as she beats on the witch.