Kisuke gave the body of his former third seat a sad look and inclined his head in respect. He then gazed upon the woman who had killed him and said, "He wouldn't have let me interfere, no matter how hard I tried. Good job detecting my presence. Though I think it has more to do with your powers than your perceptions skills."

Kisuke had hidden himself in some nearby ruins, using his specialized coat to mask his spiritual pressure. This had allowed him to creep across the battlefield unnoticed. He had decided to come this route, because the coordinated attacks from the enemy suggested that someone was making a calculated push right for the heart of the Seireitei. He had intended to head them off and then help the others captain push the enemy back beyond the wall.

Helga considered and asked, "What do you mean?"

"I know you lied to Myuri back there," Kisuke said gravely. "He supposed your powers were all analytical, and with a bakoto that would allow you to rearrange matter, you were able to fight him. He was close, but off still. Your Fullbringer power is a defensive one, allowing you to not only analyze, but see things as they really are. And your bakoto allows you to manipulate all kinds of matter."

"You got all that from observing our fight," Helga asked, clearly impressed.

"Not just anyone can stand up to Konjiki Ashisogi's Jizo venom and survive without Mayuri stepping in to save them. Simply analyzing the poison would not have saved you, even with a bakoto like your own. You were able to see the truth of the poison and then counteract it with your glove. I also saw how you were able to break apart his zanpakuto. You did that at the basest level of spirit particles. It's like you have accessed a Quincy technique."

"Very observant," Helga congratulated him. "This particular bakoto was forged using all of our knowledge about the Quincy. By combining the Quincy's abilities to absorb all kinds of spirit particles, a Fullbringer's own ability to manipulate a spirit, and my own special powers, I can make anything a touch of this glove!"

"But it requires a large amount of your own spiritual pressure," Kisuke pointed out. "You are not all powerful indefinitely."

"Maybe not, but I have enough to kill you, Kisuke Urahara! You were always next on my list! In order for me to claim my rightful place in the new world, I had to get rid of the two men who stood in my way to greatness and prominence!"

Helga put her hand to the ground and spikes erupted from the ground in an attempt to skewer Kisuke. The exiled captain jumped backwards into the air to avoid getting hit by the stone spears. However, they quickly changed into missiles and launched themselves into the sky. The already smoke sky blew up in fire and light, flashing all over the Seireitei.

Helga kept herself battle ready as the fire dissipated and the smoke cleared, showing Kisuke unharmed behind a shield of blood mist. His sword was bare, and a more serious look colored his face. He swung and sent an arc of red energy at the Fullbringer. She ducked and rolled forward, dodging it. She grabbed a rock and hurled it at him. It exploded, but again, he quickly dodged it and came behind her with Flash Step.

"With that bakoto on your hand you are able to convert whatever you touch into something else. That is a powerful weapon to wield, and an amazing power. Truly, the kind of power that would make you equal to someone like Captain Kurotsuchi. But there is even more to it than that!"

He began thrusting and parrying, quickly driving Helga backwards, keeping her off balance. She used her powers to also jump into the sky and try to put some distance between them. Kisuke was not going to let her regroup so easily. He charged her again and kept up the swift barrage while speaking.

"Your Fullbring power is very interesting. It serves more of a support role than a front lines combat function. From what i observed, it allows you to see things as they really are. It's not just analysis, but also a complete break down of the target in front of you. With those glasses, you can see any number of truth. You then use your glove bakoto to influence what you see.

"The poison from Konjiki Ashisogi Jizo should have overcome you quickly, but you manipulated its very makeup. You could not have saved yourself from an unknown poison unless you knew exactly all of its components. No analytical powers alone could have done that."

"How very perceptive Kisuke Urahara," Helga snarled. "You are truly a wonder to behold! But now that you brought up gases!"

The air ripped apart with another explosion, hurling Kisuke backwards. He quickly regained his footing and landed, just as Helga did the same, putting considerable distance between them.

"Any other observations you want to throw out there before we begin again?"

"If you want me to," Kisuke said pleasantly.

"Be my guest! And I'll tell you if you're right!"

"Bakotos are not forgiving tools," Kisuke said, taking care not to move, but to continue watching the woman. It was clear that she was preparing for an attack on his part. Now having created space between them, she was already readying a trap. "They drain too much spiritual energy from the user. Most of the assassins from the Kasumioji Clan can only wield them for so long. A Soul reaper might hold onto it longer and with greater results, but the damage will still be done. The bakoto is likely to consume the wielder quickly. And from my pryings into their inner workings from the blade Ichigo secured for me, the greater the output of the bakoto, so too is the greater its intake of life force.

"You destroyed a bankai state in seconds. You overcame a deadly poison, and killed a captain in a previously thought undestructable state. Even breaking down the molecular makeup of each target with your sight and knowing how to counter is not enough. You must pour in a lot of energy. A normal human, even a Fullbringer, would not have that much power. Even with your ability to manipulate spirit matter, you would have to be on the same level as Ichigo Kurosaki to produce that much influence and power. And I cannot sense that. Therefore, you are also using Quincy techniques."

Helga's eyes visibly widened. "Tell me, how close was I?"

"Spot on," she growled. "Not that it will help you out too much in this fight!"

"I suppose you could be right about that," Kisuke responded good naturedly. "But I will only know with the next attack. Are your traps and rebuffs ready for me?"

"Let's just see you take them on!"

"Very well," Kisuke sighed, reaching into his robes and removing a little cube. "I normally don't get a chance to field test my own creations in this manner. That was more Mayuri's way of doing things. The perks of being a Captain of the 13 Court Guard Squads. But I am hopeful this will work out."

He tossed the cube forward and it emitted a blinding light. The ground collapsed ahead of him and then exploded upwards. There was a freezing chill, and yet another explosion as the a wave of heat hit the air, and a vacuum formed, sucking everything down into the hole. Kisuke casually plunged his zanpakuto into the ground to keep his stance and not get sucked in. The hole resealed, leaving a crystal substance for the ground between him and Helga.

"But… That was not supposed to…"

Kisuke held up a finger and happily explained. "As I was doing research on portable gigais and their applications, I came to the conclusion that while they make for a good escape, a distraction, or even work for a soul who needs a body quickly, their application are still somewhat limited. Also, it requires a lot of air to blow them up! So I made a much smaller version, which has all the presence and energy of a soul, allowing it trigger things such as traps, or confuse enemies as I make my way around the battlefield or fortress unharmed and undetected!"

Helga finally looked impressed and nodded saying, "Genius, but cowardly. Though, that does fit your MO."

"I guess. But you see, fighting is not really my thing, and when I do get serious, bad things happen quickly."

"So I have heard," Helga replied, walking towards him casually. "Kisuke Urahara, a hero in the war against Aizen, though your actions a hundred years prior and a long standing order from Central 46 stripped you of any glory or redemption you could have had. You were also present to help with the suppression of the rogue Substitute Soul Reaper, Ginjo. You also fought against the Quincy, barely surviving. And yet, you are always in the shadows, scheming and making things. You are genius who could rule the entire Soul Society, all of the worlds, if you put your mind to it!

"Mayuri was in many ways an imposter. Brilliant, yes. But even more short sighted. He was consumed with a desire to beat you, and in a way, by opposing you, he could never surpass you because he could not see the horizon beyond."

"But don't you fall into that same category," Kisuke asked, as she pulled up in front of him. "You said that you wanted to kill him and me to take our place. What makes you any better than Mayuri?"

She huffed and asked, "Do you know why we Fullbringers are in this battle?"

"I can't say that I do," Kisuke admitted.

Helga looked out to the raging battle and spoke in a sour tone, "We Fullbringers don't really belong anywhere. We have these powers that attract danger to us from all sides. Being a kind of half breed, there is no home we can call our own. And so, we've come to carve out a place for ourselves. A stable society. A new frontier to claim. A place to be ourselves. A place where we are not looked down on but recognized for our contributions."

"It is true. The Soul Society has been very rigid when dealing with anomalies," Kisuke said, sadly. "But things have been changing."

"You're wrong," Helga screamed. "Things have not been changing! They were only getting worse! We know from our people within Central 46 how the Soul Society was supposed to be rebuilt! Harsh ideologies and prejudice, the old ways that your oh-so-precious hero Ichigo Kurosaki was breaking down would come again to the forefront of your society! Do you even know what they were planning on reconstructing? Central 46 was going to return to the old ways and drag you all with them!"

Kisuke had no response for that. It sounded exactly like something the elders of the Soul Society would do. It was regrettable that such a path was being taken.

But then again, he thought to himself. The winds are changing. A union between Ichigo, Rukia, and Harribel would not return them to the old ways. Something went wrong with their plans. I'm not sure what, but everything is set to change now. The outcome of this rebellion could propel us forward in a way we would have never known.

"Miss, then why not turn over to our side? Show that you do belong in this world, and we can rebuild it first before destroying it. We don't need to kill one another."

Helga laughed in his face and retorted, "It will never happen! Your society, this world, is corrupt to the very core. Allow any of it to stand, and it will fester within the new and destroy it from within! No, we must purge you all!"

As she shouted this, she shot out with her hand. Kisuke dodged it and tried to cut off her arm, but she created a gust of wind that blew him backwards. He still kept himself upright and fell into a defensive stance.

"Allow me to congratulate you, Kisuke Urahara. My All Seeing Lenses allow me to perfectly read others and all situations. You saw that perfectly and called it. Your mind is truly a wonder. And so are you a specimen. Mayuri was full of holes in his stance and his way of thinking. He was grossly overconfident. But you are cautious, prepared, trained. You do not rely on power and intellect alone. Your time with the Shihoin Clan reveals itself in how you fight."

Kisuke inclined his head and tipped his hat. "Thank you for the compliment. It's nice to be recognized for something like that after a hundred years of exile."

"You're welcome. But even all of that will not save you from what I can do! Prepare yourself, Kisuke Urahara!"

Kisuke pointed his zanpakuto at her and said calmly, "Bankai, Kannonbiraki Benihime Aratame."

With an whirlwind of red light and smoke, the revealing woman who made up Kannonbiraki Benihime Aratame took her place right behind Kisuke, sheltering him in her shadow. Helga sneered at the bankai, but the fear in her eyes was unmistakable.

"Helga, because you a lady of such great power and insight, a fellow scientist, and you have a power similar to my own, I feel it is only right that I subdue you with my bankai," Kisuke explained. "Please take it as a gesture of respect equal to the one you have given me."

She gulped, nodded sharply and said, "It is accepted. Let's end this!"

Helga sent a blast of air Kisuke's way, and he erected a wall a counter, rebuffing the gale. In the same movement, he tore up the ground beneath the Fullbringer, and then launched himself over the wall, discharging an arc of energy at Helga. More bombs came flying his way. He took apart some, while letting the bulk crash against his shield of mist blood. He then slammed into Helga. She touched his shield and it shattered, right as he landed a punch into her shoulder, dislocating her right arm.

Helga made sure to fall on her crippled appendage, and it healed, though she did so with a shout of pain. She tapped into the spiritual energy of the rubble around her and tossed it all at Kisuke. Stitches appeared in the projectiles and they were torn apart.

"Dammit! Your bankai makes quick work," she shouted, rolling back and throwing up dirt.

The dirt transformed into a blanket of steel, trying to envelop Kisuke. He slashed through it, only to be met by a barrage of guns. He used Flash Step and Shunpo to break right through the guns and attack Helga viciously. She enhanced her speed and strength and started catching his zanpakuto with her own bakoto, repelling him. SHe tried to shatter his sword, but it kept getting recreated. Kisuke used his stitches to boost his own strength and speed, while using those same stitches to tear Helga apart. With her own bakoto, she put herself back together and tried undoing all of his enhancements to break him into pieces.

It was a gruesome dance, taking one another apart and rebuilding themselves. He even got a number of slashes in cutting her once into thirds, but she quickly rehealed. She blasted a hole through his chest, which he stitched up immediately. Blood covered the ground, but they kept themselves going. The tentacles protruding from the glove wormed their way higher and deeper into Helga's arm. Her breathing became labored.

"As I suspected," Kisuke finally said. "You may have copied a Quincy technique, but you did not perfect it. They are a very different race, and merging it with your own Fullbringer powers, based in Hollow powers, merged with pseudo Soul Reapers in a bakoto, there was no way you could create a true hybrid. Another reason why Ichigo is so unique."

"But we are evenly matched," Helga objected.

"And your bakoto is consuming you,"Kisuke pointed out in turn. This is indeed the end."

Stitches appeared underneath him and opened a hole that sucked him down. A bombed that he had engineered from the stolen parts and guns he had blasted his way through, stitched together by his bankai, dropped on Helga. He had stolen the prison idea to make a refuge as the bomb ripped a massive hole into the Seireitei. It even uncovered him, but he weathered the blast.

The dust finally cleared, revealing the crater he stood in and Helga, on her knees and panting. The bakoto was consuming her now. The bomb had been designed to bombard her with such a deluge of power that even manipulating it would require more power than she could naturally hold. It was clear Helga had only half succeeded. Her glasses were broken, though still on her face. Her cloths were more revealing now, being half burned. He arm was entirely covered in tentacles.

Kisuke sped forward and lobbed Helga's right arm from her body. He then slammed the heel of his palm into the side of her head, knocking her out. He then stitched up her arm so she wouldn't bleed out as he then restored his own body. He would be covered in stitch marks again for a while, much like after his last time in the war with the Quincy.

"Helga, you have my word. I will help to rebuilt this world so that it is more accepting of people like you. Though your previous act was reprehensible, it opens up a possibility. It will just all come down to how this rebellion ends."

He recalled his bankai and threw Helga over his shoulder. He needed to intervene in the rest of the battle and make sure it ended in the best way possible. He also hoped that Yoruichi did not find him like this, in such a compromising position.