Iroha embarks on a journey to find her friends from Mikazuki Villa. Kuroe is genuinely concerned about Iroha so she decides to tag along. Meanwhile, Felicia and Sana are working inside of the Magius as Black Feathers. Felicia proclaims that she will not return to Mikazuki Villa until she finds out how they can avoid becoming witches. Sana begins to question the actions of the Magius while she manages the people captured by the Uwasa,. Mifuyu, who is acting as a White Feather, finds herself in a predicament when she reunites with an unexpected person. Amidst the intricate tangle of everyone’s emotions, Touka announces her strategy to save all Magical Girls. What could it be?

Kuroe lets Iroha get ahead of her while fighting with Magius. Kuroe hears a whisper that puts her in a shock: “Did you forget about me?” At the same time, Iroha is hearing Ui’s voice. Felicia and Sana are confused about Magius’ plan. Sana has questions and explains her intent to Mifuyu, who seems to have given up on everything. Due to the plan, Yachiyo is after Iroha in Kamihama City, which is filled with a large number of Witches. While there, Yachiyo comes across a Magical Girl from Mitakihara City.

The Magical Girls break into the headquarters of the Magius. After Iroha and Yachiyo reunite, they meet up with Madoka and the other girls, but are confronted by Tsuruno Yui and Mami Tomoe who have become soldiers of the Magius. Mami and Tsuruno, who are being manipulated by another entity, begin attacking the Magical Girls. Iroha and Madoka are in a bind as they are unable to fight back. As a tactic, the Magius summon countless Witches to gather in Kamihama City. The largest ever Supercell is approaching and will hit Kamihama City in six hours. The true identity of the Supercell is actually Walpurgisnacht, the most sinister and evil Witch ever.