Sayaka's mental state continues to deteriorate as she continues her crusade as a magical girl now that Kyousuke has been courted by Hitomi. While the other girls look for alternatives on how to deal with her, it may be too late to save her.
This episode provides examples of:
- Asshole Victim: Heavily implied that Sayaka killed the Bastard Boyfriend and his compatriot while on the train.
- Big Damn Heroes: Kyoko appears to stop Homura before she can (apparently) kill Sayaka.
- Body Backup Drive: Kyuubey has infinite amounts of bodies that it can use in the event it's current body is killed or rendered inactive. But it admits that it doesn't like having to do so.
- Domestic Abuse: While on a train, Sayaka overhears a yakuza man bragging to his friend on how he slaps around his girlfriend while treating her like trash.
- Famous Last Words: To quote the late Sayaka Miki: "I was stupid, so stupid."
- Foreshadowing: Homura tells Kyoko that there's no point in trying to kill Kyuubey. She proves it right in the climax.
- Get Out!: Homura gives a sophisticated "begone" to Kyuubey after hearing everything she wanted to listen to.
- In Medias Res: The episode continues with Elsa Maria's brutal demise by Sayaka's hand.
- Ironic Echo: Sayaka recites one of Kyoko's lessons to her as she comes to terms with her tragic state.Sayaka: For all the happiness you wish for someone, someone else gets cursed with equal misery. That's how it is for Magical Girls.
- Jerk with a Heart of Jerk: Sayaka believes Homura is this. She refuses Homura's help citing that she doesn't care about her well-being at all and that she has a shifty personality while doing things behind everyone's back for some ulterior motive. Of course, given Sayaka's Black-and-White Insanity, she doesn't realize that Homura's ulterior motive is something more benevolent.
- Mercy Kill: Homura claims she'll do this to Sayaka so that her pathetic state won't cause Madoka anymore suffering.
- My God, What Have I Done?: After chewing out Madoka for refusing to fight alongside her, Sayaka is shown regretting her words as she's running away.
- No Kill like Overkill: Just seconds before Madoka can make a contract with Kyuubey, Homura pumps him full of bullets which leaves him dead.
- O.O.C. Is Serious Business: The normally composed and majestic Homura breaks down crying after stopping Madoka from making a contract with Kyuubey.
- Say My Name: Kyoko calls out to Sayaka while the latter is transforming into a Witch.
- Scare 'Em Straight: It appears as though she attempts to kill Sayaka for causing Madoka grief as she slowly positions a glowing hand near her chest. However, since Homura fights and kills quickly and efficiently with handguns or explosives (especially since her offensive ability with magic is incredibly weak or nonexistent), and she doesn't destroy Sayaka's Soul Gem note , an act that would actually kill her, it appeared to be an intimidation tactic in order to scare Sayaka into using a Grief Seed.
- Title Drop: Sayaka reveals the title "I was stupid, so stupid", just as her Soul Gem is consumed by despair.
- Uncertain Doom: It's never shown what Homura did to the abusive yakuza men but it's more then certain that they didn't get away unpunished.
- Wham Episode: This episode proves to be major game changer over the revelations made.
- For starters, Homura is actually a time traveler from another timeline.
- Kyuubey's real name is actually "Incubator".
- And lastly, magical girls are actually witches who are born after they've reached their Despair Event Horizon.
- Wham Shot: After reaching peak despair, Sayaka's Soul Gem cracks and becomes a Grief Seed.
- You Owe Me: Averted. Not wanting to owe anything to a selfish Magical Girl like Kyoko, Sayaka gives her Elsa's Grief Seed so they can stay even.
"In this world, women who are on their path to adulthood are called girls. So it makes sense that you, who will one day become a witch, be called magical girls."
