Disclaimer: I don't own Harry Potter or Bleach.

Italics= thoughts

Underlined= author note

Author notes: I know I haven't really been utilizing Nel as a character, more like an accessory but, trust me she's there for a reason, just have to be patient! But, enough dabbling I hope you guys enjoy this Chapter! I took a little liberty with Orihime's fairies because we haven't seen them in a while. (P.S. the ability to bring back the dead will not be in this story, it's really dumb and OP.) And dont forget to critic


Orihime could barely hold in her excitement as she, Lily and Nel, who was hanging by said witch's neck, traveled to the potions classroom. She was shaking with excitement and literally skipping down each stone step toward the dungeon. The whole trip, Lily had been asking about the various things, the main being Hogwarts facilities and the dangers of potions. Soon they were at the classroom's entrance, Orihime was bouncing from one foot to the other like a kid hoped up on caffeine. However, her dreams were steadily crushed like a kid that received coal for Christmas.

While our fairy wielder was expecting cobblestone floors, however she was expecting them to be multicolored or patterned like she imagined not moist and dull. She expected to see colorful, vibrant plants, that'd be the winner in any County Fair, hanging throughout the classroom. The walls should've been lined with bottled Navis and capped liquids (that were making new colors every second). To hear the scampering of tiny, talking toads or intelligent mice, whose job was to organize, rearrange, and even crack bad puns. But what she got was a dark, damp, and dreary room. All plants in the room were either withered and or bottled. Any type of animal, cute or otherwise, was either chopped into several pieces and or bottled. Worst of all, Ulquiorra-kun and Kurosaki-kun weren't clothed only in aprons, teaching! Instead it was some fat, green robed, walrus of a man with quite the impressive moustache. I said it was her fantasy potion classroom, didn't I?

"Well, if it isn't my best potioneer and our latest guests! My name Professor Horace Slughorn, did I tell you I'm friends with several famous quidditch players and other power-" the fat blob of a man would've continued to blabber on about how important he believed himself to be if Lily hadn't interrupted him with, "what are we brewing today, professor?"

"Oh! We, Ms. Evans, will be demonstrating to our guests how my advanced and unique tutelage has resulted in. thus, we will free brew! Yes (that sounds smart), to give our guests a chance to see more than one. So, class, you may choose any type or level of potion but, they can't be first year potions, PETTIGREW! Okay, gather your potion ingredients and get started and if you need me, I'll be writing several letters to some very POWERFUL people!" with that he waddled over his desk and began eating those gross pineapple candies.

Orihime and Nel sat down, near the front, while Lily got her ingredients, the excitement returning to them ten folds. Lily returned shortly, carrying dozens of bizarre ingredients like bat pee, eye of butterfly, and platypus bear testacies! "Here, Nel. Your kinda young to be using big, so hers a starter kit!" Lily then handed Nel a newly transfigured Potions for Tots Kit: BFFs for Little Potioneers, which pleased the Arrantot immensely and stopped her from licking/ eating the various ingredients and equipment. "Nothing worse and more handsy than a bored Toddler. Now, do you want to doodle or help me brew?"

"Yes! Yes! Yes!" Orihime instantly put her hair up, and jumped into cutting up whomping willow seeds and Bat eyes. Wonder if the recipe calls for red bean paste? What Orihime saw as an opportunity to be a witch, Lily saw an opportunity to interrogate.

"So, Orihime…are we friends?" Lily said casually, as she began heating the cauldron.

"What? Yeah! Of course I think you're my friend!"

"Then…you wouldn't lie to me, right?"

"…right…I wouldn't totally lie to you." Though, I would spread the truth a little.

"So, can you tell me how you, Ichigo, Ulquiorra, Grimmjow and Nel know each other?"

"Oh you wouldn't want to hear that long and dull, boring, blandish tale." Orihime quickly looked at the potion's instructions to hide her anxious face. The one question I didn't want to address!

"Try me." Lily said in a semi-aggressive way.

"Oh, okay…well, Kurosaki-kun and I are classmates and really good friends. I met him through my friend Tatsuki and we've gone on h…hunting trips and…long distant trips with our gang. Probably shouldn't mention Hollow hunting or Soul Society…too crazy, even for a witch! Well, one day, Ulquiorra and his…Co-worker, Yams, came to my town…scouting talent and that stuff, people were so shocked they…dropped "dead!" she said doing air quotes around the word "dead". "Well, our original employers, Urahara and Yoruichi, didn't like that and decided to run them out of town! However, their boss, Aizen, he's persistent and after watching Ulquiorra's report, decided to try again. He made me an offer I couldn't say no to, even if I wanted to with all my heart and soul!

"Really? Interesting…that'd explain the semi-matching clothing." Lily said, stirring the potion.

"Right! It was a job…overseas, I was given my own room, facilities and uniform! During my…stay, Ulquiorra-kun was my…my…supervisor! Yeah, that works.

"That's why he's sometimes called Cuatro? And Grimmjow is called Sexta, right? Kinda like the power of those in the office." She said smushing the beetle eyes.

"Yep, the rank of power in the…offi-organization! He's so dedicated, he'd bring me food, give me pep talks…even if I didn't want um, and always be there to escort me places, like a body guard or something. Well, one day my friends came…because they wanted me to return to finish my education, it was taking time from school…but, Aizen and Kurosaki-kun have bad blood between each other, so a "war" could be said to have broken out!" She said, as she bashed some type of amphibian bones into a powder. "Well, I thought I had made friends with everyone but, two coworkers began bullying me and Grimmjow-kun had to come and…reprimand them.

"Yeah, if you were at the workplace why was Grimmjow so bloody, beaten?"

"He was attacked by a…rapist." She mentally slapped herself after that sentence left her mouth. Rapist? Rapist!? Now, she'll think Grimmy got molested and or violated!

"An r-r-rapist!?" Lily almost spilled the potion after hearing such a terrible thing. No wonder he attacked James, probably fears being touched! Note to self: give him a good happy potion, and a shoulder to cry on!

"Oh…he's dead. But that's why Grimmjow-kun was so beat up…cause of a…rapist. But soon Ulquiorra-kun arrived after…a long trip, and him being the control freak he is, didn't like Grimmjow-kun nor Kurosaki-kun breaking the rules…or property and talked…and then, we were summoned here! That and they killed each other!

"Is that the truth?" Lily said, turning off the flame and removing the potion.

"Yep!" the supremely watered down version, that is.

"Okay. But, that doesn't explain why you screamed Aizen, your boss, would kill all your friends."

"No! When I said that I meant he'd kill their livelihood by taking jobs and workers from the town's economy!"

"Grimmjow-kun said he and the others eats souls."

"That kidder! Aizen runs a…a… strict organization, that's centered on usurping other…organizations! They could be categorized as…lawyers. Heh…heh. And lawyers are known to suck the life out of their victim!"

"Lawyers carry swords?"

"Well, there are rapists running around the area. So…yeah."

"And the skeletal pieces?"

"Latest trend in fashion! Even people like…their king, Barragan-sama wears one of those. They come in all shapes and sizes, basically none are really the same as another's!"

"The holes in their bodies?"

"Birth defects", she said with a grim face and a shake of her head. "There's a real problem with…iron deficiency, seems 9 in every 10 newborns have it." Get it? Spirit chain=iron

"That the really, really, real truth?" Lily leaned in real close, checking her eyes for any deceit.

Orihime gulped and would've said yes, being caught in her lie but, a harsh scream diverted their attention.

They looked back to see Peter screaming, crying, and shaking his right arm frantically, as Slughorn failed to placate the teen. The two girls had been so absorbed in their conversation that they'd missed all the pandemonium. It turns out our clumsy rat animagus had done what most novices tend to do: change a relatively harmless potion into an extremely dangerous. Said potion had already been removed by professor walr-Slughorn, but the damage was already done! Peter's right arm was absolutely disgusting, and that's being kind. (Warning this may be gross) Said mystery potion had literally decimated and disfigured Peter's arm! The skin had become de-colorized in several places, the colors ranging from pitch black to translucent white, as well as taken up a strange flakey texture. Several places were leaking because the skin had ruptured, the smell of what one expects a dead, decomposing body left in a hot car for twelve days with several rotten eggs, rose from said splits! The fingers had either elongated like those of an Aye-Aye or become stumpy like those of an amputee! The scariest effect was the bone within the arm appeared to be liquidizing.

"Calm down! Calm down! Um…uh… Merlin! What do I do?! I…this…TAKING ANY SORT OF IDEAS HERE!" Slughorn knew he should've read that 1001 Way to Fix a Potion Mishap!

"Get him to the infirmary" screamed some chunky Hufflepuff, crying at seeing someone in pain

"Leave it be, it'll get better with time" a Ravenclaw sarcastically remarked, holding his nose in disgust.

"Cut it off!" a chorus of immature boys yelled out

Sōten Kisshun!

All noise and or pandemonium stopped as everyone focused upon the orange, translucent dome thingy formed around Peter's arm. Shockingly, the bone and flesh was returning to its originally acne covered, pudgy arm! Man, I hate this character

It didn't even take a minute before the process was finished and the shield became two floating, tiny beings. One, was a pig-tailed girl in a pink dress (whose sleeves were a tad bit too long). Said girl was surrounded by a weird, red, floral print dome with what looked to be fried chicken wings on the back. The other was a blond guy (?) in a red bathrobe and black tights, whom had turquoise fried chicken wings upon his back. Both wasn't bigger than a grown man's fist and yet, were the center of attention.

"All done! Now, don't go touching whatever caused that again!" the tiny man said, slightly reprimanding tone to Peter before going back to Orihime's hairpin.

Before anyone could ask what the heck happened Orihime's pins seemed to go nutters and a tiny man clothed all in black popped out.

"I'm done with this! When's it my turn, huh!? I'm back and ready for battle but, you won't use me! But, Ayame and Shun'ō have been having an f**king heyday with all the action they've seen!" said being began pulling Lily's cheeks and hair.

"Tsubaki! That's not me!" Orihime pulled the irate, black fairy from the witches' hair. Oh no, everyone's staring! Where's a cat when you need one!?

"Huh?! Well…sorry, but you got in my way! Now, you! USE ME!" the man/fairy directed his fury at the correct redhead. The commotion and activity made the others residing in the hair pins confident enough to explore. Soon the class was full of tiny winged beings, all seemingly determined to touch everywhere, everyone, and everything.

"Sorry, about my friend there, he's got issues." Shun'ō said to Lily, going as far as to pat her on the back.

"What are you?" Lily hesitantly asked Shun'ō, her hand already on her wand and all the hexes she knew.

"Hmm…that's a little complicated but, I can say we're beings that won't kill you! Not even Tsubaki would dare do that!" Shun'ō said, upon seeing Lily's hands on what he assumed to be a weapon.

Said tiny man's words had an enormous effect upon the scared students, that and the fairies' cute factor was in full blare. Upon seeing said being weren't dangerous, not counting the black one, the students decided to do what Dumbledore had implored of them: get to know their foreign visitors. Soon, people were more focused upon playing, learning or just looking at Orihime's fairies, Potions and any work for said class flew out the window. This was a fortunate for Slughorn since he was already so flustered and exhausted, he couldn't even fake enough interest to help a student, if asked. He couldn't even bring himself to grade people's work and just gave everyone an O. Before long, the bell rang, calling a close to all the fun of the students and fairies. Surprisingly, the students left the classroom with smiles and confidence in the notion the Bleach gang were good guys.

"Are you coming, Lily-chan?" Orihime called from the classroom entrance, her fairies still out and about.

"Huh, oh yeah! Coming!"

As Lily ran to catch up she knew Orihime wasn't telling the whole truth about her or her friends. She'd grown up with Severus and knew when one wasn't being perfectly honest. However, that also taught her the truth isn't always the best, and she'd to rely on her heart. And no matter what, her heart screamed: Dumbledore was right.

To Be Continued…