Author's note: this is my first attempt so please it would be great if readers review it. I'd appreciate criticisms. Basically, I know, the flashback is kind of cliched but as its my first time, I couldn't think of something better *groans* Please read and review :3

It was getting dark and the wind was turning quite chilling. The raven haired girl crossed her arms to shield her petite body from cold. Damn this Gigai. Its so cold out here. I wish I had a jacket.

"Yo" she was startled as a heavy hand dropped around her shoulder.

"Ichigo" she looked at the tall orange head guy.

"Geez" he shrugged out of his jacket and dropped it over her head "wanna freeze to death or what!"

"I don't need it… I'm fine." she said holding out the oversized jacket back to him.

"I didn't ask" he said with a frown "just take it, will ya?"

She stopped to look at him, then looked away. The frown clearly said 'no-arguments'. She sighed as she pulled the jacket around her body. Yeah, an argument with this guy was the last thing she'd want right now. It felt warm and comfortable. It smelled of him. She tried not to sniff but nevertheless did. Some things couldn't be helped!

"Thanks" she said, looking to the other side. She clearly sounded upset.

He sighed.

"Seriously, Rukia…" he said, stuffing his hands in his pockets, as they walked in the direction of his house "You should've at least listened to what I had to say… I… it wasn't… geez what the hell! " he stopped, scratching the back of his head as he fumbled for words. The petite Shinigami raised her head to look at him. His expression was something like a confused, worried frown. She had never seen anyone capable of showing so many expressions while still frowning. Well… it was Ichigo after all!

"What?" she looked down, not wanting her face to betray any emotion. She didn't even know what it was. She was just upset, and she didn't want to be. She couldn't quite figure out why.

"Well… about Inoue and uh… that was a… not what you thought it was."

"Well?" Rukia tilted her head to one side and raised an eyebrow "What did you think I thought of whatever that was?"

Ichigo just frowned with more confusion "Well, you just… ran away before I could say anything and… uh I thought… oh God I don't know" he suddenly wound his arm around her waist and cupped her tiny face in the other hand. Before she could comprehend what was happening, his lips came crushing down on hers with a kind of urgency. Her eyes widened as her legs threatened to give way under pressure. But he was already supporting all her weight with one arm. She couldn't feel the ground under her feet. Her cheeks felt red hot as her ears felt like steam was coming out of em. The heat was getting to her head. She felt she would lose consciousness. Before she could get her brains to respond, he pulled away, setting her down on her feet again. She could see a little shade of red creeping to his cheeks as he looked away, not being able to look her in the eyes. It was then that she felt her heart start beating again (and beating like crazy). She realized she was staring at him like her eyes would just pop out. She blinked and looked away too, thankful that the street they had turned onto was deserted.

They stood there speechless, motionless for what felt like eternity. Ichigo wasn't sure of what he'd just done or why . His heart was pounding in his chest like crazy and his head hurt with thumping noise. His face was all heated up.

"Ruk-"

"Ichi-"

Both of them said at the same time and stopped. This felt awkward. More awkward than the silence.

"Kurosaki-kun" they turned as a voice came from the corner they'd just turned.

A familiar face appeared from around the bend.

"… Kurosaki-kun…" the girl with long orange hair bent down, hands on her knees "Sorry… to trouble you… this late… but…" she panted as they snapped back to thinking straight.

"Inoue" Ichigo stared blankly "What happened? Why are you so out of breath?"

"Ano…" she walked up to him and grabbed his arm "I need to… talk to you. There's…"

Ichigo shot a glance in the direction where Rukia still stood, stupefied, as Orihime led him the other way. After what he just did, he wanted to get away from this awkwardness as soon as he could. But a part of him didn't want to move away. Orihime just tugged at his arm as Ichigo stumbled his way slowly, not being able to decide what to do. He saw Rukia turn away and run as fast as she could until he couldn't see his tiny figure anymore in the dark.

"Oi, Inoue" Ichigo growled as irritation brought him back to his senses "What is it?"

Orihime released his arm as she realized she had probably just caused another misunderstanding. She looked to the other side to find Rukia wasn't there anymore. Before Ichigo could say anything, tears started trickling down her face. She broke into sobs.

"Gomen na, Kurosaki-kun" she said sniffing, "I just… gomeeeeen" she wailed as she collapsed on the cold sidewalk.

Ichigo's frown deepened "Inoooue" he sighed "Why are you apologizing to me. Here" he held out his handkerchief "Calm down. Tell me what happened."

Orihime dried her eyes with his handkerchief and sniffed "Sorry, Kurosaki-kun. I didn't realize Kuchiki-san was there and I wasn't thinking straight and I just…" another streak of tears.

"Yeah, but why did you come running so out of breath before all that?"

She rubbed her eyes with the back of her hand. She got up and dusted herself.

"Ishida-kun…" she couldn't help another fresh streak of tears rolling down "about what happened in the evening… I…" her voice trailed off.

"Oh" was all Ichigo could say as he comprehended what she meant.

"Oh no" he held his head in his hand as he realized the disaster "not him too, not Uryu… no…"

It was just like any other normal day in Karakura. Ichigo and the others were just hangin' out like usual. Some talk about a concert was going on. Tatsuki and Orihime were chatting away excitedly and Rukia nodded away as they filled her up with information. Uryu quietly sipped on his drink as he eyed Orihime, smiling shyly. Chad was his normal 'no-talking-no-expressions'.

They'd all gotten up to leave while Ichigo had wanted to stay behind for a while so they had gone away.

As they walked, Orihime realized she'd forgotten to return Ichigo's notebook and had told the others to go ahead while she raced back. Ichigo was still there, leaning over a window.

"Kurosaki-kun" Ichigo turned around to see Inoue waving his notebook at him "I forgot to-oh"

Her foot slipped and she grabbed onto Ichigo out of reflex. Ichigo slammed into the wall with Orihime's weight. As she tried to pull away, her hair got stuck around the chain he was wearing. Ichigo offered to untangle it as she stayed still.

Uryu had just decided to follow Orihime out of… affection? And the moment he'd entered, all he saw was Orihime leaning at Ichigo, her hair in his hands. His face turned black as thunder as he stormed away before they could free themselves.

"Ishida-kun…" by the time Orihime reached the entrance, Uryu had disappeared. She saw Rukia's pale face as she dashed towards where she thought he had gone.

As a dazed Ichigo dusted and straightened himself, he saw Rukia turn around without a word and run away faster than ever.

"Rukia, wait" but she was gone.

And through all this, it had come down to how it was now.

Ichigo covered his eyes with his palms.

"Damn. Why does this Uryu have to be so twitchy all the time!" he was getting more irritated by the minute. "Where is he now? Oye Inoue, stop crying now. Let's go talk him out of it"

Sniff. "Kurosaki-kun, I couldn't find Ishida-kun anywhere I kept looking for him… I…" sniff "When I finally did, he won't listen to me. He's been acting all calm and composed. He's acting like… like he doesn't know me anymore."

"Inoue, let's go" Ichigo said "I want to kick his ass so bad."

Orihime shook her head "no, Kurosaki-kun… you…"

"Wakatta wakatta" Ichigo said clenching his fists "let's just go, okay"

Orihime nodded and they started walking towards Uryu's house.

Just made a few minor corrections!