This is a songfic I decided to write after listening to Lil' Red Riding Hood by 'Sam The Sham & The Pharohs'. I kinda just had a light bulb moment and thought it would fit quite well with Orihime and Starrk. Somehow I think the way the song is song seems to fit Starrk's laid back personality. This is set before Orihime was captured and I do realise that Starrk actually a coyote but please bear with me. Anyhoo hope you enjoy ^^

Bold – lyrics

X x X x X

It was an ordinary day, not too much different than any other except that the winter war was drawing closer and both sides were very occupied with their preparations. In Aizen's case, he decided to send a couple of arrancar to patrol around every couple of days to distract the Shinigami and keep them busy. Of course if a few of the enemy got wiped out in the process all the better. On this particular day, Aizen had sent out Starrk and Lilynette. Starrk was obviously not keen on going and would have preferred taking his 8th nap for the day but there was no arguing with Aizen and Lilynette was excited about doing something other than lazing around Las Noches so he had no choice in the matter.

X x X x X

Upon arriving in the human realm both of them noticed that they had ended up in some sort of forest and were currently hovering above the expanse of trees beneath them.

"Baka!" yelled Lilynette while kicking him harshly, "how we supposed to carry on our mission of distracting the shinigami in the middle of a forest?"

Starrk just sighed feeling too lazy to make a retort or prevent the wrath of his other half. Suddenly movement in the forest below caught his attention and he quickly shut Lilynette up lest they notify the being below of their presence. It appeared to be a young girl with a red hooded cloak around her shoulders and after observing for a while he decided she was quite pretty for a human.

Owoooooooo!

Starrk turned to Lilynette and asked in a hushed voice,

"Who's that I see walkin' in these woods?
Why, it's Little Red Riding Hood."

"Oi Starrk, where do you think you're going!" hissed Lilynette as Starrk jumped down to the floor below them and casually walked up to the girl.

Approaching the girl he gave her a lazy grin and started to speak with her,

"Hey there Little Red Riding Hood,
You sure are looking good."

Eyeing her well defined assets he couldn't help but think to himself

You're everything a big bad wolf could want.

The girl, who just happened to be Orihime blushed slightly at the compliment before returning the greeting.

"So, where you going" Starrk asked her curiously spying a basket in her hands

Orihime replied shyly, "Ano... my grandma is sick so I made her some food and am going to go visit her. She stays on the other side of the forest"

In the meantime, Lilynette was getting annoyed about being ignored and not wanting to reveal herself tried getting Starrk's attention by whispering,

"Listen to me."

Starrk continued to ignore her however instead commenting on Orihime's plans.

"Little Red Riding Hood
I don't think little big girls should
Go walking in these spooky old woods alone."

Owoooooooo!

Her eyes widened slightly making her already big eyes look even bigger. It emphasised her innocent and vulnerable appearance. "Do you really think so?" the girl queried hesitantly.

He quietly gazed at her for a while thinking

What big eyes you have,
The kind of eyes that drive wolves mad.

Aloud he said, "Oh yes, there are wild animals like wolves in this forest.

So just to see that you don't get chased
I think I ought to walk with you for a ways."

His eyes slowly wandered over her face taking in her reaction. They briefly stopped on her lips for a while and once again his thought process was centred on her.

What full lips you have.
They're sure to lure someone bad.

He spoke again,

"So until you get to grandma's place
I think you ought to walk with me and be safe."

Gracing him with a smile she replied "Thank you" and then they both started walking in the direction of her grandma's house. Lilynette giving up on getting Starrk's attention for the moment followed silently behind them. Orihime made friendly conversation along the way and during that time he would sneak glances at her every now and then, his thought process running wild with desire.

I'm gonna keep my sheep suit on
Until I'm sure that you've been shown
That I can be trusted walking with you alone.
Owoooooooo!

Little Red Riding Hood
I'd like to hold you if I could
But you might think I'm a big bad wolf so I won't.
Owoooooooo!

Sometime during the walk he found himself holding her hand and she seemed to enjoy the comfort it provided and gave him a shy smile and he grinned back happily

What a big heart I have-the better to love you with.
Little Red Riding Hood
Even bad wolves can be good.
I'll try to be satisfied just to walk close by your side.
Maybe you'll see things my way before we get to grandma's place.

All too soon they reached their destination and she bid him farewell, thanking him yet again for walking with her. He watched her wistfully as she vanished behind the door and just stood staring for a while until Lilynette made an appearance and started kicking him into action. Starrk just ignored her ranting about him wasting time and after a lazy yawn they left the area to complete their duty.

Little Red Riding Hood
You sure are looking good
You're everything that a big bad wolf could want.

Owoooooooo!