Here's Chapter 12! Here's a recap before you read.

Basically, Glotoneria starts its rampage when it ate both Zommari and Szayel Apporo. The Arrancar army faced it, including the Exequias, but could not stand up to its might. The remaining Espada took matters into their own hands, after consideration, and prepared to fight Glotoneria themselves. Yammy and Starrk, however, remained in the castle to protect what's left of it. After a few attempts from Grimmjow, Harribel, and the Priveron Espada, Glotoneria grew in strength as it consumed each one of them. Nnoitra took an interest to fight it after those battles.

Enjoy Chapter 12!

Chapter 12: Challenge

Temptation for blood rushed through Nnoitra's battle-hungry mind as he takes his few steps toward his "powerful" opponent. Just as he was about to use Sonido, Ulquiorra grabbed his arm the moment he saw him setting sights on his target. He was not content with what hehad on his mind.

"Nnoitra, watch what you are thinking. Forget about battling it on your own; this is not supposed to be play time for your amusement."

Nnoitra was now enraged at that command.

"Shut up and get your hand off me, Ulquiorra! I have been waiting for a Hollow with power in this freakin' place and I'm not going to waste that opportunity just standing here! I could care less to what happens around here, so get away from me already!"

"So you don't care about your well-being then?"

"Heh, I'd gladly give up my well-being for a battle of the century!"

Barragan only sat and looked at the two of them quarreling between each other, but decided to enter in the argument.

"I say we just let the bug do what he wants. He's the one throwing his life away, not us."

"Shut it, old man. You'll see… you'll all see what limitless power I contain!"

Nnoitra jerked his arm away from Ulquiorra and immediately used Sonido to dash toward Glotoneria. With his zanpakuto behind his back, Nnoitra smiled about his upcoming battle. Ulquiorra only shook his head as he prepared to head back inside Las Noches.

"That arrogant idiot… keep watch, Barragan. I'll be outside in a moment. If anything were to happen to Nnoitra, try to assist."

"Yeah, yeah. Chances are he won't like it, but fine."

As Ulquiorra proceeded back inside, Nnoitra now stood face to face with the fleshy Glotoneria. Nnoitra waited in anticipation as the giant creature drooled giant drops of spit at its next victim.

"Well, you certainly look ugly up close."

"Heh, you certainly look slow with that zanpakuto of yours."

"Don't bet on that, you pile of crap. You can be surprised at what I can do. Let me show you…"

As the talking ended, a stroke from Nnoitra's zanpakuto sliced trough one of Glotoneria's few largest tentacles, causing it to practically fall off.

"Hey, that will take me forever to recover! I'll destroy you for that!"

"Pfft, you're all talk. You don't have the guts to take me on and you should know; you look should have enough of it!"

Now steamed at that comment, Glotoneria shoved its tentacles in the ground and multiplied them again, just as he did with the battle with Harribel. It threw Nnoitra in the air, due to a sneak attack, and attempted an all-out smack down on him, but Nnoitra reacted fast and repelled any tentacle coming at him. When an opening was available, he threw the blade right between the fleshy eyes of Glotoneria, causing it to rip through its mushy skin due to fast movement. He made a downward thrust and created a giant tear to appear on its face, which caused Glotoneria to flail around in anger and capture Nnoitra with another hidden tentacle behind him. It threw him into his mouth in high velocity, but before Glotoneria could swallow, a golden Cero burst through its lip and Nnoitra emerged out of it, unscathed and happy. Glotoneria was now infuriated due to the injuries sustained by Espada #5.

"You worthless little ant! I'm gonna kill you first, then eat you!"

"Pfft! So far, I didn't see much from you, you stupid mound of flesh. Show me more!"

"Gladly…"

As Nnoitra prepared for his next attack, Tesra appeared befind him to help, as all other Fraccion would do for their leader.

"Master Nnoitra, allow me to assist you in this…"

Tesra then found his neck right in front of Nnoitra's zanpakuto. He already knew that Nnoitra was annoyed.

"Shut up, Tesra! Can't you see I was having fun here? Next time you interrupt me, I'll…"

Nnoitra's threat was cut off as a giant tentacle slammed right where he was standing, whisking large amounts of sand to the wind. As the tentacle moved aside, Nnoitra now had a battered appearance due to the powerful impact, but he was still able to push himself up. He was no longer smiling.

"Cheap shot…what's the matter, crap pile? Playing the coward act now?"

"Heh, come on, it's survival of the fittest; even you should know that. I eat to survive and I'll do anything to get what I want. Besides, you shouldn't talk about cheating. Remember the battle with you and…."

"What? How do you know about it?"

"Let's say Aaroniero got curious and found some sources…"

"You…I'm gonna kill you! Pray, Santa Teresa!"

Huge quantities of spiritual pressure surged around the area, as most releases would. As it settled, Nnoitra stood tall with four giant swords, one in each of his four new arms, tattered clothes, and horns the shape of a crescent moon. Glotoneria fired a Bala, but one thrust of Nnoitra's sword was able to slice it in half. With that opportunity, Nnoitra appeared between Glotoneria's eyes and jabbed his four swords on it. He forced himself down to the ground, slicing his face in the process. Glotoneria was now even uglier than he was now. With murder on his eyes, Nnoitra made a second attempt, which he thought would do the job. After all, he contained so much power, he could split a wide ten-story building in half with no effort. Before he could act, another hidden tentacle appeared, wrapped around his leg, and threw him upward, just like it did with him the last time. Swarms of tentacles attacked him, but Nnoitra repelled them, just like before. As he prepared to attack again, Tesra appeared behind him again, hoping to assist him as always.

"Please, Master Nnoitra! I can help…"

A swing from Nnoitra on Tesra's head caused him to fall to the ground, leaving him unconscious by that blow. Glotoneria made his way closer as Nnoitra was distracted.

"I've had it with you, Tesra! Stay out of my way or I will…"

At the right moment, Glotoneria struck him again, this time with one of his giant tentacles, which caused him to go flying in the air. Nnoitra collided with so many buildings and went through every single one, steadily injuring him building by building.

As Nnoitra reached his last building, as he attempted to get up, a huge piece of debris fell on him, which depleted both his energy and stamina. A long tentacle broke through and ensnared the fallen Espada from the demolition of the tower. Nnoitra, exhausted and gravely injured, could only looked at Glotoneria as he bring him closer into its open mouth, but then looked over at Tesra, who was also about to get eaten.

"Tesra….if you and I were to make it out alive… you'll be the next I kill!"

Glotoneria consumed both Nnoitra and Tesra as he completed his "promise". Barragan watched and sighs heavily from the distance as he witnessed the matter.

"I knew it…"