I'm so sorry. This update is not what many of you might have wanted... this is a SCRUBBED VERSION of my original story, because someone named CATSPATS31 decided to add my story to a community called REPORTABLE LEMONS. So I have scrubbed my story of the most graphic content, and it is being resubmitted for 'approval.' I have posted the original, full-lemon story on a less restrictive website. I will link my profile for the new website, in my profile page on this site. I have just performed a cruel plastic surgery, to remove some of the most beautiful parts, of what is ultimately a little shard of my soul. To read the uncut full LEMON version, visit my profile and follow the link.

A/N: Here it. My masterpiece, completed [AND THEN SCRUBBED]. This story is my version of "how it really happened," written between the lines and behind the scenes of the Anime. There is a certain amount of content (primarily in the later chapters) which is predominantly transcription of the episodes, supplemented with my own insertion of internal dialogue and back story. This was very time consuming and tedious, and I hope everyone appreciates the cohesive fluidity and adherence to cannon I was attempting to achieve through this. I don't believe it is ever anything I will try to do again, but I do not believe it is something I would have to do again, because of the fact that this story sets the foundation world for any of the UlquiHime one-shots I plan to write later.

GENERAL DISCLAIMER: Most of this story is my own, including motives of some individuals, however portions of the story I have included are directly transcribed, word for word, from the Anime episodes. The Bleach Anime and all related characters are intellectual property of the amazing Tite Kubo.

AUTHOR DISCLAIMER: Ok, pay attention. There are SOME SPOILERS, if you aren't up to speed with at least episode 310 of the Anime. This story has COARSE LANGUAGE, GRAPHIC VIOLENCE, SLIGHT BLOOD-PLAY, and LIME, (which means adult/sexual content,) so if you're not interested please turn back now. No one is forcing you to read this.

For anyone who is still reading this… Welcome to my world. It has been painstakingly crafted with love, and I hope you all enjoy reading it as much as I have enjoyed creating it.

I dedicate this story to Ulquiorra, who was cut down before his time, never having had the chance to come fully to terms with, and openly declare, his love for Orihime. It is this irreconcilable truth which has spawned the community of UlquiHime fans, demanding resolution for the unrequited love that had, so clearly to us, grown between the two of them. This is the resolution you have been seeking.

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RESOLUTION [rez-uh-loo-shuhn] noun;

1: The act or process of analyzing a complex notion into simpler ones;

2: A firm decision to do or not do something, or to behave in a certain manner;

3: The process of reducing or separating something into its components;

4: Something settled or resolved; the outcome of decision making;

5: The action of solving a problem, dispute, or contentious matter;

6: A measure of the sharpness of an image, or the fineness with which a device (as a video display, printer or scanner) can produce or record such an image.

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CHAPTER 1: "Analysis"

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Ulquiorra's pale face glowed with a bluish cast in the flickering light of the monitor. It was late; probably late enough to be considered 'early.' He was a bit weary from the events of the day, but though tired, the Fourth Espada could not sleep tonight. He felt somewhat troubled.

No, he thought to himself. Not troubled. More… uneasy. An uncertain restlessness. He slouched sideways in the chair, resting his head heavily in his hand, propped up on his elbow. He flipped mindlessly through the hundreds of channels of the surveillance cameras that Lord Aizen had installed around the palace of Las Noches.

His breath caught in his throat as the monitor flipped over to the cell holding Orihime Inoue.

She had arrived only today. Lord Aizen had put Ulquiorra in charge of the human woman's care for the duration of her stay in Hueco Mundo. She was of some interest to Lord Aizen because of her unprecedented ability to "Reject Fate." It was indeed an unheard of power, of that Ulquiorra was in complete agreement.

Yet Ulquiorra felt there was something more of interest about this woman than simply her peculiar skills, something he wasn't quite able to put his finger on, despite his superior intellect. He zoomed in the camera closer on her face. Squinting a bit in the dim light, he leaned in and peered intently into the monitor, trying to discern what that quality was.

The moon that hung eternally in the sky above Hueco Mundo shone its cold beams down through the barred window of Orihime's cell. In this light, Ulquiorra could clearly see her face, as smooth and flawless as fine porcelain. Long lashes lay still in slumber, concealing her expressive, doe-like eyes, which he had earlier noted were a silvery grey. Her full lips were parted only slightly, and her generous chest rose and fell with each breath.

Certainly her hair is of note, he thought. It was very long and straight, the color of warm honey and cinnamon. The moonbeams glinted luminously off her shining locks as they cascaded across her pillow. A few stray strands lay errantly over her cheek. This slightly annoyed Ulquiorra, and he reached out his hand to brush them back behind her ear. He was startled when his fingertips unexpectedly struck the glass of the monitor.

Stupid, he chided himself. Had he been drifting off to sleep? How could he have forgotten this was only an image over a monitor? I must be addled by my lack of rest, he reasoned. He sat up straight now and slowly reached his hand back up to the screen, splaying his fingers across her face. Does she have some strange power of hypnosis? he mused, cocking his head to the side slightly and narrowing his eyes.

Ulquiorra gasped sharply and jerked his hand back as Orihime's eyes fluttered open, and she looked straight at him. Almost into him.

Orihime glanced around the room, looking for someone. She didn't directly feel anyone's spiritual pressure there in her cell, but she sensed… something. It was as though she were being observed, even though there was no one there. It was not in a fashion that worried her, or put her in a state of fear. As a captive in this terrible place, it caused her to feel strangely comforted. As though someone were keeping watch over her. Guarding her. Protecting her.

The moonlight shone down from the window onto the couch and the floor, painting this small patch of the room in stark contrast. She peered intently into the darkness around the edges of the light. She could see no one, but the feeling remained, that she was being watched.

"Hello?..." Orihime whispered. The only reply that met her ears as they waited was the wind whistling by the barred window of her cell. She chalked it up to the unfamiliar surroundings, and with a final glance around, rolled over to go back to sleep.

In the surveillance room, Ulquiorra let out his breath, which he hadn't realized until that very moment, that he had been holding. His eyes were wide, and he sat as still as a deer, except he was trembling. And he wasn't sure why.

After several minutes, Ulquiorra reached his hand out with great trepidation, hesitated, and then decisively turned off the monitor. The click of the switch was a deafening report in the silence of the sterile room. As its echoes faded, they were replaced by the pounding of his own blood in his ears. He sat for what felt to him like an eternity, trembling and breathless, alone in the dark.

What… is… this?... Ulquiorra asked himself. Impossible, he scolded, shaking off his shock. He took a deep breath, pushing down the unfamiliar sensations and resuming his stony façade. He knew full well that she had no inkling of the cameras, let alone their placement. She was simply staring into the darkness.

But for all his logic, Ulquiorra could not shake the persistent thought from his head that Orihime had somehow not only seen him, but looked into him, and seen the deepest part of his soul. If indeed the Espada had such things as souls, he thought, scoffing cynically. He pushed his chair away from the bank of monitors and left the room, wandering the corridors on his way back to his own chamber.

Ulquiorra's feet stopped though, not at the door of his chamber as he had intended, but at the door of Orihime's cell. Certainly some type of hypnosis, he assured himself, turning curtly from her door and continuing down the hall to his chamber.

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The days passed, one much as the other, for Orihime. The fourth Espada, Ulquiorra Cifer, had been ordered by Lord Aizen to attend to her needs. He initially did this almost grudgingly, she felt, as though she were an inconvenience to him.

As time had gone on however, something had changed.

Orihime had so many long hours alone in her cell, sleeping and daydreaming to try to help pass the time, that she thought at first she was imagining it. That maybe it was only her mind playing cruel tricks on her.

But she began to pay careful attention, mentally counting the seconds for which Ulquiorra remained in her cell after bringing her meals and changes of clothing; after all, what better did she have to do, anyway?

The first few days, he had left almost instantly. After that though, there had begun to develop an awkward sort of… lingering.

It's almost as if he's stalling, Orihime thought to herself. Maybe he's bored? Maybe he has nothing better to do with his time here, so he finds me an interesting diversion?

Of that, there could be little doubt. Ulquiorra's eyes barely left Orihime while he was there in her cell, and it had not gone unnoticed by her. He did not feel, on his part, a need to conceal his curiosity. He didn't even understand why he found her to be so intriguing, which made the mystery even more irresistible to him.

It had become a nightly ritual now that he would watch her sleeping over the monitors. He did not truly require nightly sleep. He would often meditate for long stretches, which would achieve the same effect of adequately resting his mind and body.

This woman though was a far more interesting way to pass the hours. Ulquiorra didn't understand why he would rather watch Orihime sleep, instead of simply sleeping himself.

When he meditated, he now found his mind invariably turning to her. When he would catch it, he would sometimes scold himself, and again clear his mind to resume his meditation.

Sometimes.

Other times, though- and these times were becoming increasingly frequent- he would allow his mind to meander over thoughts of her. Her full curves, hugged tautly by the crisp, white linen of her Arrancar uniform. Her small smile and peculiar, almost annoying habit of constantly thanking him, for even the smallest of things. A napkin. A piece of cake. A hairbrush. All requested items, and there was no reason why he would not accommodate the simple requests. But she seemed so grateful for these tiny bestowed comforts, and almost embarrassed in accepting them from him.

In truth, he had come to find some strange satisfaction in fulfilling these menial tasks of fetching these items, from the various store rooms of Las Noches or even from the world of the Living, as in the case of the hair brush. He had begun to look forward to meeting these requests for her.

One day, Ulquiorra brought Orihime her lunch. A Fraccion Hollow rolled the cart in, and removed the cover from the plate. "You are dismissed," Ulquiorra told the Hollow without looking at it, and it left, closing the door behind itself.

He couldn't take his eyes off of her. It seemed to him that to look away would be almost a crime in itself. These visits he had with her were so limited, and he wished to look upon her more and more as time went on. It had begun to consume him, so he never wasted a moment of his gaze elsewhere when he was in her presence.

Orihime sat on the couch, looking away and fidgeting. She was anxious. The Espada's spiritual pressure was intense and powerful, even though his Hierro blocked the full strength of it. She knew he was powerful beyond her imaginings, and surely dangerous. His emerald eyes were piercing, and she felt that he could see right through her, or even into her, with ease. He was not the sort of person she wanted to anger, not only for the inherent danger, but predominantly because of his melancholy demeanor. He was so cold, distant and impersonal, true, but underlying that she felt there was a deep sadness. She was gentle by nature, and inclined to want to heal people; that wounded part of him called out to her. She wanted to help him, to ease whatever inner turmoil he was in, but she did not believe he would accept her assistance willingly.

"Woman," he called out, breaking her out of her distracted musings. She looked up shyly at him.

"Yes?" Her voice was barely a whisper.

"Eat, Woman." It was a command, but there was no threat behind it.

Orihime had hoped that he would leave if she ignored him, but clearly, that tactic had failed. She sighed, resigned, and meekly crept over to retrieve the cart, pushing it over to the couch and sitting down to her meal.

Ulquiorra remained standing there, watching her. Every movement was intoxicating to him. He felt sure she must have some ability of hypnosis, similar to Lord Aizen's zanupakto. He could not imagine any other explanation for why he found her to be so fascinating.

She glanced up at him from under her long, side swept band. "Thank you," she uttered softly, "Ulquiorra."

Orihime saw him bristle slightly, and then resume his cold, unbroken façade as before. She had hoped the thanks would satisfy him, and he would leave, but it seemed instead to have irritated him momentarily. He continued to stand there, watching her eat.

Orihime had misread Ulquiorra's reaction, however. What she mistook for irritation, was actually Ulquiorra steeling himself against the sound of his name, falling like a rose petal from her lips. His eyes drank her in, like a man dying of thirst in a desert. No miniscule detail went unnoticed under his hungry gaze. The delicate pressure of her slender fingers against the soft, yielding white bread. The parting of her lips, obscuring all but the smallest white sliver of her teeth, as she took dainty bites of her sandwich, chewing them soundlessly. It was surreal. Through the water glass, he could see her tongue writhing as she drank the cold water. When she set the glass down, the moistness of her lips suddenly made him very uncomfortable, and he abruptly turned his back to Orihime, so she would not notice that he had become aroused.

This was highly unexpected, and Ulquiorra didn't know why he was responding this way. He was familiar with the autonomic response, but strictly in an academic sense. He had never experienced it himself.

"Do you… require anything more?" he asked Orihime, as an excuse to leave.

"Is it possible that I could bathe today?" Orihime asked him softly.

Ulquiorra held his breath. As he moved briskly out the door, he replied in a carefully metered tone, "I will return to escort you to the bath later this evening."

Ulquiorra nearly bowled over Grimmjow Jaegerjaquez, the sixth seat Espada, who was lurking in the hallway just outside Orihime's doorway. A few days before, he'd had to deal with a similar encounter from Nnoitora, another of the Espada. Ulquiorra turned curtly away and headed down the corridor, choosing not to engage him, so that Grimmjow would not be witness to Ulquiorra's indiscretion.

"You've been spending an awful lot of time with Aizen's… pet," Grimmjow sneered.

Ulquiorra continued down the hallway, refusing to reply to this lewd Espada. Grimmjow was not worth his time, and he just wanted to get away from him before Grimmjow found something legitimate to taunt Ulquiorra about.

"Is she any good?" Grimmjow called just before Ulquiorra turned the corner.

Ulquiorra stopped dead in his tracks.

"Speak plainly," he ordered, not looking back.

"I was just wondering, you know…" Grimmjow grinned idiotically. "You've been spending so much time in there. When do the rest of us get a piece of the action?"

"Know your place, Sexta," Ulquiorra threatened, darkness palpable in his voice as he discerned the innuendo. "She is not one of your whores. You will keep your distance from her."

"Touchy much?" Grimmjow laughed. "What's the matter, don't like to share your toys?"

"Lord Aizen has his purposes for her, and has placed her under my protection. That includes protection from trash such as Nnoitora and yourself," Ulquiorra spat. His hands were clenched into fists in his pockets. He wanted to let go of all common sense and self-control and slaughter this disrespectful Arrancar for saying such crude things about Orihime.

"Yeah, yeah," Grimmjow sighed as he watched the Cuatra continue around the corner and out of sight.

Alone in his chamber at last, Ulquiorra pondered the turn of events form earlier in the day. He felt somewhat bewildered, stalking over to a green satin meditation cushion. As he sat cross-legged on the cushion, he stared down at his hands, still clenched into tight fists.

"What is happening to me?" he whispered aloud. He was trembling again.

All of the Espada represented a different aspect of death. The aspect the Ulquiorra represented was "Emptiness."

What is this? he asked. He… felt something, which was entirely against his constitution. He was the very embodiment of emptiness, and yet somehow, he felt so…

"Full." His voice was ragged, and it echoed off the walls of his chambers. The word hung in the air, foreign and incomprehensible to him.

It was a completely alien sensation, but it seemed to fit the criteria. Ulquiorra was bewildered by it, like a blind person who suddenly gained sight for the first time in their life. His logic was incapable of processing the emotion. He was entirely lacking a heart, both figuratively and actually, since his Hollow hole was through the very place in his chest where it should have been. As the embodiment of emptiness, his very Reishi was formed of such. Every muscle, bone, tendon and fiber of his being; all formed from pure, distilled emptiness. It was no wonder he couldn't comprehend what he was experiencing.

After he had meditated for a while and calmed down, Ulquiorra returned to Orihime's cell.

She was standing at the window, the warm breeze blowing her hair and the long skirt of her uniform. Her eyes had a faraway look, and she gazed out the window over the ocean of sand that was the vast desert of Hueco Mundo.

Ulquiorra stood for several minutes, watching her lost in her daydreaming. She was unaware of his presence, and we wondered what it might be like to watch her sleeping in person for once, instead of always over the monitor.

"Woman," he called at last, his voice rousing the both of them from their idle daydreaming.

Orihime turned with a cry of alarm, startled that someone had entered the room without her noticing. Her heart soared when she saw it was Ulquiorra. She was so bored and lonesome here, and even though she knew how dangerous he must be, she felt a growing closeness with him. Perhaps it was just gratitude, seeing as how it was he who had provided for all her needs since the day she had arrived in this wretched place.

"It is time for your bath, Woman," he commanded her. "Come." His sternness was a charade; under the surface, he was a raging storm, growing ever more tumultuous with each encounter he shared with her.

Orihime smiled and came, quick to respond to his call. Passing by him in the doorway and turning promptly down the corridor, her hair whipped near his face. He got a whiff of her, and closed his eyes, steeling himself against her exhilarating scent. It was becoming physically painful to him, all of this interaction with her, and his senses were becoming overwhelmed. He was aware of things he could not fully comprehend, lurking on the edges of his consciousness, like vapors that he could smell but not grasp. It was maddening, and he was beginning to doubt his sanity.

Orihime was already familiar with the location of the bath. It was just down the hall from her cell. Ulquiorra had taken her there the day she had arrived, and ordered her to wash up and change into the uniform. He had waited outside the door then.

Today, Orihime had a problem. The Arrancar uniform she had been issued zipped in the back, and she was unable to reach it on her own.

"Ulquiorra?..." she called timidly through the door. "Um… Can you, um, help me with something?"

He entered the room and saw her standing, her back to him, beside the steaming bathtub. "Could you get the zipper for me?"

He made no sound, but moved to her, pinching the zipper tab and slowly lowering it to expose her bare back. As he did so, his fingers brushed her skin, and she stiffened at his touch, letting out a gasp.

His fingers were not cold, as she has expected them to be. Orihime was surprised, but pleased to learn this. They felt warm and alive, and her loneliness made her flesh scream out for more human contact. Even the touch of this Arrancar, inhuman though he was, was welcomed. She felt so isolated…

She turned quickly, holding the top up with a hand for a moment, and then, without making any eye contact, she threw her arms around him in a firm embrace. "Arigato," she mumbled into his jacket as she buried her face in it, on the verge of tears.

Ulquiorra froze. He was taken completely off guard by this unexpected action. Not sure what to do, he raised a tentative hand to her back and laid it there.

Ulquiorra could sense her response to his touch, and he was intrigued. Her breath and pulse quickened, and she melted into his hand. He wondered if it was simply his touch, or the bare skin that was causing the response. He slid his hand down to her low back, where her flesh was still covered by a zippered portion of the uniform.

No, he thought, she has become even more responsive now. Then it hit him. Was this woman… Aroused? By him?

He stepped back then from her, and took her chin in his hand, turning her face up, her eyes to meet his. She tried to avert her gaze as his emerald irises bored into her soul, but he gripped her jaw with a severity that forced her to look at him.

His face was a mask, as always. But his eyes- those eyes betrayed to her a hurricane of emotion. Confusion. Hunger. Sadness. Hope?

"What is the matter, Woman?" he demanded.

"I…" Orihime stumbled over her words, tears brimming up in her eyes. "I'm… I'm so lonely." One single teardrop escaped her eyelashes and rolled down her cheek. It dripped off her chin and a stony hand shot out to catch it in mid-air. Ulquiorra's fingers traced the wet trail up her cheek, and wiped at the edge of her eye. He held her face more gently for a moment, then withdrew his hand.

"Tears signify sadness," he stated clinically. Orihime nodded, sniffling a little.

"I will stay," he declared as he sat with a decisive manner on the bench, crossing one leg across the other.

Orihime's mouth and eyes shot open wide, and her cheeks flared red. She was just about to protest when two thoughts came to her, one on top of the other. The first was that she didn't want to anger this potentially dangerous man by asking him to leave, right on the heels of tearfully confessing her loneliness to him. The second, being that he was extending kindness to her in his own strange way, and that she ought not spite him that. The first thought frightened her, but not as much as the second one warmed her heart. Truth be told, she did want his company- desperately, even- but she was embarrassed at the idea of a man seeing her nude.

Decidedly, she grabbed a bath towel, and wrapped it around herself as she tried awkwardly to slip out of her uniform underneath it. The steam from the tub had made the tile wet though, and when she pulled off her boots, her foot slipped. She let out a scream of terror as she fell, her head in line to impact the porcelain of the bathtub.

Strong hands caught her as she flailed, the towel falling away. Orihime reached for it, panicked, but found his eyes instead.

"Woman," Ulquiorra whispered, a softness in his voice that sounded to her almost like concern, or worry. "What are you doing?" His gaze held her pinned like a butterfly under glass, but never once did his eyes waver from hers to sneak a glance at her exposed bosom.

"I… Um…" She groped pitifully for the discarded towel, trying to cover herself. She shuddered as she felt Ulquiorra drawing the soft, cotton loops of the cloth tantalizingly slowly over her bare flesh, as he brought it up to her throat. She knew he probably meant nothing but to assist her modestly by the action, but she arched her back and squirmed still at the unexpected stimulation, gasping and clutching the towel to her chest.

Orihime's mouth felt dry then, and she swallowed, trying to find her words.

"You do not wish me to see your body, Woman?" Ulquiorra asked gently.

Orihime panted, a combination of terror and exhilaration flooding through her. She felt confused. She wanted him to; with every fiber of her being, she wanted that closeness with him. But part of her was reluctant, for she had never yet been so exposed before a man.

"Yes," she murmured. "I, I mean, no! I mean, um…" She looked up, swimming in the languid pools of his eyes. His head was bent over her, his face mere inches from her own, and she could feel his breath rustling her bangs.

Instead of replying, he leaned closer in to her, looking from her lips to her eyes, asking permission.

In a moment of reckless abandon, she boldly tangled her fingers in his hair and pulled his head down, her pink lips rising to meet his black and white ones.

Ulquiorra's world turned upside down. He felt submerged beneath an ocean, and he could not catch his breath. This, he thought. Yes. This. He wanted it; it was shocking, because he had never wanted this before with any of the Arrancar of Hueco Mundo. Any of the others would surely have been willing to do this, even Hallibel had expressed her interest at times. He knew then that this was no hypnosis other than that he was becoming utterly infatuated with this woman.

Orihime pulled back then, seeming to be simultaneously excited and disconcerted, and undoubtedly flustered.

"Your reply was unsatisfactory," Ulquiorra said to her.

Orihime looked completely lost. "What?"

"I asked if you did not wish me to see your body," he repeated, his voice hiding the turmoil and pain he was feeling just below his cool surface.

"Oh." Orihime gathered her wits a bit at this, and looked around, as if she had forgotten where they were. "Um... I should probably, um…" She glanced at the bath tub and motioned vaguely toward that general direction.

"Of course," Ulquiorra assured her, and stood, then helped Orihime to her feet. She held the towel around herself and he assisted her to step over the high sides of bath. She glanced nervously at him, and clutched the towel, still standing in the tub.

"Hn," Ulquiorra grunted noncommittally, and returned to the bench, sitting with his back to her.

Orihime smiled. "Arigato," she whispered as she laid the towel aside and slid into the steaming water.

"May we converse while you bathe?" Ulquiorra inquired.

"Mmm-hmm," Orihime vocalized affirmatively, her mouth below the waterline as she attempted to sink into the bath and disappear.

"You humans are perplexing," Ulquiorra observed aloud. "You clearly found pleasure in the contact, and yet you chose to terminate it. Why is this?"

Orihime sputtered as she shot upright in the tub. "I… How embarrassing!" she blurted, a pink flush overtaking her cheeks. "You can't just…"

"What is the meaning of that word, 'embarrassing?'" Ulquiorra interrupted.

Orihime stilled herself. He really doesn't understand, she realized. "It's sort of a combination of feeling self conscious, confused, ashamed, and foolish, I guess," she explained.

"What are you ashamed of?" he implored. "Your body is not malformed or misshapen in any way." He hesitated, then in a quieter voice, added, "It is in fact, exceptional."

"OH!" Orihime exclaimed, the blood rushing back to her cheeks. "That's not the sort of thing you just say to people!"

"Why?" Ulquiorra demanded. "It is true, and I can discern well enough from your response that you know it already."

Orihime dunked her head below the water, blowing bubbles, exasperated. He is infuriating! He is completely formal, but almost like a tiny child; honest to a flaw, without any sense of social impropriety. She bit her lip. It would be a good quality to have in a boyfr… She stopped herself mid-thought, incredulous that she was even pondering such things.

Orihime surfaced and wiped water from her eyes. She reached for the shampoo bottle and poured some of the liquid onto her hair, working it into lather.

Ulquiorra again interrupted the silence. "Would 'embarrassing' be if a male had an unexpected erection?"

Orihime's jaw fell open, and she craned her neck to see if maybe the Espada was 'embarrassed' at that very moment. Ulquiorra scrutinized her darkly over his shoulder, and she gasped, caught at trying to peep on him. "Is it?" he repeated in a threatening tone.

"Y… Yes," she squeaked.

"Hn." Ulquiorra averted his gaze again away from her. He picked up the thread of conversation he had left lying from earlier, incorporating this new knowledge. "But you are incapable of having an erection."

"No, women have… Um… Different ways that they… Uh, get aroused. And there are other reasons to get embarrassed," Orihime disclosed, feeling that this conversation was high on the list of her 'other' reasons at the moment.

Ulquiorra was silent for some time, lost in thought as Orihime finished washing. Her hand on his shoulder jolted him out of his introspections. When he looked back, he was paralyzed with the sight of her wrapped in only her towel.

"Woman," he puzzled, "What is the meaning of this?"

Orihime blushed, and stared at the floor. "I… My uniform is dirty."

Ulquiorra followed her line of sight to the offending article, lying in a heap. "Of course. I will take it to the laundry, and return with a clean one," he assured her, scooping up the wrinkled garment and striding to the exit.

Ulquiorra's hand reached for the door as he heard her call, "I do…"

"Hn?" He turned to her. Her nervous hand released its vice-grip on the towel, and it fluttered to the ground. He struggled to maintain his composure, and focused intently on the undulating folds of the towel at her feet, far below temptation. "Woman." His voice was cautious. "What do you mean by this?"

"I do," Orihime repeated. "Want you to see my body."

She saw the change in him instantly. His fingers tightened on the knob of the door. His breath became quick and shallow. His lips pursed tightly, and his tongue darted out to lick at them because he felt they had become dry. As if to take the sight in to the fullest, his eyes widened as he raised them up apprehensively. He devoured her from across the room, and Orihime, though wearing not a stitch of clothing, felt he were undressing her even further somehow with his gaze alone.

Ulquiorra swallowed the lump in his throat. "What is the meaning of this, Woman?"

She seemed to him to float across the room, and stood near enough to him that he could smell her scent mingled with the clean odor of the soap and shampoo. It disoriented him, and he clutched the doorknob now in an attempt to anchor himself to this world.

Orihime peered with hope into his face. "I thought… That you wanted to see me."

Ulquiorra inhaled deeply, closing his eyes. "What I want," he began in a careful tone, "is of no importance." He opened them again and drilled into her with his fierce green gaze. "What matters is what you want."

Orihime pressed her body to his. Ulquiorra leaned his head down, and his lips brushed her ear, sending shivers throughout her body.. Breathily, he whispered, "What is it that you want… Woman?"

She felt like a gazelle, trapped in the sights of a leopard, or a fly in the web of a venomous spider. It was exhilarating and terrifying, and she slipped into a momentary state of torpor.

Ulquiorra's tongue traced a line, along her ear, down her neck, and to the front of her throat. Orihime felt his teeth teasing there, and then his tongue laved firmly at the soft slope between her neck and shoulder, like an animal cleaning its wounds. The dress fell at their feet, momentarily forgotten.

He nuzzled the area behind her ear, and panted, "Do not play coy games with me, Woman. I am unsure I can restrain myself much longer around you." He set her down a little roughly on the bench, and she looked up at him, tears welling in her silvery eyes.

His face fell. He could see she was crushed, and something in him felt like it was straining as he saw this. He didn't know quite what to do. "Forgive me if I have upset you," he fumbled. "It was not my intention."

She shook her head, her throat choked by tears, waving a hand as if to dismiss him. "It's nothing…"

He took her jaw in his hand with a firm but gentle touch, and turned her face. "A lie. It is something. What is causing you to cry?"

Orihime sniffled. "I… I've never been with anyone before." Ulquiorra stared dumbly at her. She sniffled again, and gestured toward the door, where their brief encounter had just occurred. "I mean, like that."

Realization overtook him, and he felt the straining in his chest beginning to ache. He shook his head. "I am sorry. It never occurred to me…"

Orihime shook her head, still crying, and waved her hand dismissively again. "No, it's ok…"

She was frightened by the severity of his voice when he said, "No, it is not, 'ok.'" She looked up at him and there appeared to be something dark leaking from his eyes.

"Ulquiorra, your eyes…" she remarked. He touched his face, and was shocked to find a sticky black fluid. He snatched up her dress, and hurried to the door.

"I shall return with your change of clothing," he called back to her from down the hallway, so quickly was he moving.

What is this? Ulquiorra asked. He had no idea what the fluid was. Tears were water, but this was more akin to tar. He hastily made the swap of the uniforms, and returned to bring it back to Orihime. Along the way, he came across a Fraccion, and instructed it to bring the prisoner her dinner, if he did not return in time. Ulquiorra waited impatiently for Orihime to change into her dress, and then zipped it up for her. "Please, excuse me," he muttered.

"Ulquiorra!" she lamented, stopping him in his tracks. "I'm sorry, I didn't mean to…" Orihime shook her head, her tears returning easily. "What's wrong?" His silence was deafening to her. "Where are you going? When will you be back?"

"Dinner," was all he could manage to choke out before rushing from the room.

/\/\/\/\/\/\/\/

Ulquiorra had intended to return to his chamber, but he felt overwhelmed. His mind was reeling. He needed to blow off some steam, and for that, he would have to leave the palace of Las Noches and go out into the desert of Hueco Mundo.

Ulquiorra travelled swiftly for an area away from anyone, so he could release his zanupakto. It was forbidden for the Espada numbered four of higher to release their Resurreccion forms or cero blasts within the palace; it was too destructive. He hoped that he could harmlessly annihilate some rocks and trees to help him tire out his body, and expel some of this unbearable pent up energy he felt was on the verge of ripping him in two.

Once he used his Pesquisa to be sure there were no other Hollow nearby, he unsheathed his sword, closed his eyes, and whispered, "Enclose, Murcielago."

Black and green reitsu began to materialize, falling like dreadful rain around him. His hair grew longer and the wind licked at it wildly. His Hollow mask morphed, centering on the top of his head as a second horn sprouted, mirroring the other side as both grew long out to the sides and forward. The markings on his face became darker, broader, bolder. His jacket shifted as well, becoming taut over his lean, compact frame. As the Reitsu slowed its fall, he finalized his Resurreccion with a loud snap as he extended two monstrous bat wings to either side of him in a high arch.

Ulquiorra hacked feverishly at a large formation of stone that was nearby. He struck it again and again, cutting deep into the rock on all sides, for the longest time. After a while, he felt as though it was only aggravating him further, instead of blowing off steam as he had hoped. With a roar full of fury, he gave a powerful slash. The entire façade of the rock fell away, and where his blade had sliced through it, the black stone was molten white hot. As it cooled, it became glassy, like onyx.

With a single flap of his massive, powerful wings, he lifted high into the air. Nothing but a silhouette against the moon, he began to fire green Cero blasts in quick succession into the desert below, kicking up billowing clouds of dust and creating an ever-widening puddle of glass.

He flew up then. Straight up, with all of the speed and strength his Sonido allowed. He flew past the scarce cloud cover. He flew until the air became thin. He flew until he began to black out, and then…

He fell.

He didn't care anymore. None of it made any sense. None of it mattered. He couldn't stand this feeling any longer. These emotions were unbearable. The wind whipped his hair into his face, and he stared blankly up at his useless wingtips, his back toward the earth as he plummeted like a rock.

I will hit the glass, he speculated. Perhaps I will die, as I have lost the will to carry on. That would be better. Better than this. This is intolerable. Insufferable. I cannot endure this any longer.

Ulquiorra closed his eyes in surrender, resigned to his fate.

Then, he saw her face.

"Orihime," he whispered as he fell.

He thought at that moment he had impacted the sea of glass- his body felt as though it exploded in a million tiny shards, and each was filled with pain. He felt as if his body were vibrating, unstable, as if his very cells were going to blow apart in every direction and scatter like ash on the wind. And through all the pain, all he could see, or think of, was her.

All at once, unexpectedly, he wanted to live. All the pain that he had been feeling, all the confusion, agony and torment, suddenly rolled full weight over onto him, and it all hinged on one thought: If I die, I will never see her again.

That thought… was truly unbearable.

As he fell, his body exploded in green and black flames. He could see pieces of his uniform flying away as it was ripped to shreds. He felt himself burning away, being consumed until it seemed like there was nothing left. Still, it burned. On and on. He fell for eternities.

And then, the pain gave way to something new. A feeling of fullness, but not as it had been before, uncomfortable and intolerable. A feeling of renewed strength now coursed through him. He clenched his fists, and when he looked at his hands was astounded to see that they had become black and claw-like. His fore arms were covered in a pitch black fur. He saw a long, whip-like tail with a tuft on the end of it. What has happened to me? he gasped.

Ulquiorra flipped in mid-air, extending his wings. They caught the wind and billowed, and he floated gently to the ground, landing on feet that were less like feet and more like talons, covered like his arms in the black fur which extended all the way up to his waist. He looked over at the stone he had slashed with his blade, and into the onyx-like reflective surface.

His eyes had changed. His pupils had become yellow, and the sclera was now green. The bony helmet of his hollow mask was completely gone, and now only two long, pointy, twisted horns remained. The markings on his face seemed to have become wider still, and blacker. He touched a clawed finger to the area and was surprised to find it was wet. The marks were no longer simply marks, they were actual fluid now. The black, sticky liquid that was leaking from his eyes. And while his Espada ranking number was nowhere to be found, his Hollow hole seemed to be leaking the same substance. "What…?" he whispered, bewildered.

Abruptly, the world began to spin around him. Ulquiorra's knees grew weak, and he became queasy. He fell on all fours, retching. His consciousness faded to black, and he collapsed in a heap on the white sand, under the cold moonlight.

He slept. And as he slept, he dreamed.

Ulquiorra didn't often dream. He had nothing to dream about. But this place he found himself in seemed vaguely familiar. It was a house in the World of the Living. There were people there, going about their activities, and they seemed almost recognizable to him. He caught motion out of the corner of his eye and turned to see…

Himself.

Ulquiorra couldn't breathe. He felt like he was suffocating. No, he screamed silently in his mind. What is this? I don't want to see this. It went on though.

It was him, as a human. A young man. Handsome. Healthy. Alive. Vibrant. Coming down the stairs to greet the people in the kitchen. Smiling, Laughing.

The image began to swim before him, and he screamed, "NO!" as he reached out to grab it, stop it, hold on to it. He felt a rising dread of what would come next.

He saw coffins. Many of them. Grave stones. And he was standing beside them. Alone.

"No," Ulquiorra whispered jaggedly. He felt as though he was strangling. The image swam again, and showed the young man in the house again. Alone now. Things were quiet. Dark. There was no sound of laughter. He looked ragged. Unkempt. Cold. Already dead inside.

Ulquiorra turned away. He knew now what was coming next, he remembered, and could not bear to watch. It was too painful to recall. He couldn't believe he had forgotten these things for so long, but wished they had remained so.

He felt a hand on his shoulder, and bristled, turning abruptly. It was the young man- himself, Ulquiorra- only his Soul Chain was visible. He was a Plus, a spirit, trapped now in the world of the living, unable to cross over.

"Why?" was all Ulquiorra could say to the young man.

The young man smiled sadly, and reached his hand out to the place where Ulquiorra's Hollow hole sat gaping in his chest. "Emptiness. It consumed me. It devoured my heart, and I became it. I became you."

"Why are you coming to me now? Why are you bothering me with these horrible, useless memories?" Ulquiorra collapsed on the ground, numb. Lost.

The young man cocked his head to the side, looking somewhat amused. "You don't understand?"

"Fool," Ulquiorra spat. "Of course not. I have been unable to understand anything that has been happening lately. If you were indeed me, you would know that."

A mirror materialized in front of Ulquiorra, out of the white mist that surrounded them in all directions. In it, he saw his reflection. It changed from his regular form, to his Resurreccion form, to this new, fur-and-claws-and-leaking fluid form. As the image shifted, the young man spoke to him.

"See the marks, the tear-stains on your face? It is your sadness. It is your mourning. It is your grief. The emptiness is such a part of you, it can be seen. But look now," he said, touching the black, sticky fluid flowing down Ulquiorra's cheek, rubbing it between his fingertips.

"What is it then, tears?" Ire was rising in Ulquiorra against the young man. This game was growing tiresome.

He responded instead with a question. "How do you expel something like emptiness? How do you get rid of a hole?"

Ulquiorra's eyes widened in disbelief as realization fell upon him. "You… fill it," he replied in a quivering whisper.

The young man's eyes shone. "Indeed. I think you see now."

Ulquiorra covered his hollow hole with a clawed hand. "It is… Emptiness? Emptiness leaking out of me?"

"As it is displaced."

"By… Her…" Ulquiorra looked down and away, wonderstruck. "But why all this pain? Why has it been so unbearable that I wished to die?"

The young man shrugged. "The Segunda Etapa, second stage release of your Ressurreccion, is proof that you are changing. You alone, among your brethren the Espada, stand poised to overcome your creation. To evolve beyond the circumstance which created you. Change is difficult. It is painful. You are dying, really, to what you are. But in order to do that, you must find a reason to live. And something, or someone, worth dying for. You have been divided in yourself. You want to give up, to quit. To stop feeling all this pain and give yourself over completely to the emptiness. But at the same time, you want something better instead, and with that comes strife. You are at war, trying to kill yourself again, one half to overtake the other."

Ulquiorra stared blankly. "Which… Which half will win?"

The young man shook his head. "You have to decide that for yourself. I made my choice in the past. When I died, it was an act of selfishness, and that is what caused the emptiness to consume me. I longed for it. I called to it. It was better than the pain I knew."

"The pain…" Ulquiorra narrowed his eyes, looking sharply up at the young man. "Love ends in pain. I remember this now. It was the unbearable loss that made me turn to the emptiness and embrace it. The love was not worth the price of loss I paid."

"Maybe not for me. Maybe not then," whispered the young man. He began to fade away, and instead, Ulquiorra saw Orihime's face hazily in the distance. "But maybe for you, now, to love anew…"

Ulquiorra felt that his chest would tear in half. The young man came back into view. "Can you lay it down? Can you lay the past to rest, and begin again?"

He was silent for a while, searching inside himself for the answer. "I think that part of me fears it," Ulquiorra confessed at last. "Fears the pain."

"There will be pain either way," the young man told him, crouching down and placing a hand on Ulquiorra's shoulder. "Love sometimes ends in pain. This is true. But loneliness is constant pain. Emptiness is constant pain. Isn't it better to have loved, to have been filled for a while? To have those memories of the good times?" Images flashed before them, times before the deaths, of people happy. Together. Fulfilled.

He felt the hand of Orihime reaching out to him.

Ulquiorra reached back for it.

"Yes. It is better," Ulquiorra whispered. "It is better to not be alone. However briefly a moment. It is better."

The young man smiled, and knelt before Ulquiorra. "Then do what you have to do," the young man told the Espada.

Ulquiorra stood. He turned his blade around, so the hilt faced the soul of the young man. He spoke the words to perform the Konso, or soul burial ritual, and tapped the young man on the forehead with the end of the hilt.

The spirit evaporated into particles of light. He smiled, and said, "Thank you for giving me peace. Go now, live, and be filled with life."

"You showed me that I had a choice," Ulquiorra replied as the Reishi dispersed. "Arigato."