Alright so in retrospect, I probably should have mentioned this earlier but this fic takes place in the late 90's, specifically 1994-1995 ish. Idk if that's relevant to you, but if you're a stickler for detail like me, I thought I'd make that clear. Also, thank you, Antoinette Fuller for your advice – I've decided to stick with it and go at my own pace, to hell with having a schedule.

Warning: prison riot-y stuff, nothing too graphic but might be a little scary/gory if you're not fond of blood or being in threatening situations. Nothing explicit, rated 'M' maybe for violence.

Upon hearing a low groan, Orihime had wandered pretty deep into the prison's penetralium. The walls were slick, the lights here dim, dimmer than in her office, but as much as the idea of a riot scared her, there was very much the likelihood that some of the weaker or disadvantaged inmates might be hurt.

And that was what was keeping her feet moving towards the source of the sound. The tip-tip-tip of her own shoes clicking against the floor provided little relief in the grander scheme of that low, rackety cough she could hear in the distance.

She turned her head around the corner. There were distant shouts and clangs she could hear from elsewhere in the prison, but down here it was mostly quiet. She suspected she was somewhere by the boiler rooms, where prisoners either had no interest or access.

In the distance, she could see someone slumped over by a pipe. She bolted towards him, as fast as her legs could carry her.

"Hello!" she began announcing her presence, feeling a little breathless as she came up towards the inmate. "I'm Dr. Inoue, I heard you down here so I came to help!"

At one glance, she realized the man she was staring at was, in fact, the Kenpachi Zaraki, whose notoriety rode specifically on his ability to drive the fear of God into the people around him. Orihime swallowed. The eyepatch, the hair, the patented cough Renji told her about - they all seemed to point in that direction, to her luck.

At a second glance, however, she realized he was terribly weak. Sweaty. Feverish. She inched closer, crawling on all fours like a baby.

Zaraki smacked the ground with one palm, producing a loud 'thud' that made her flinch. Then, he fell over on his side again.

"Zaraki-san?" she said cautiously, crouching on her knees to get closer to him. Seeing as he was only half-conscious, she decided to tilt his head and check his lymph nodes.

That was the wrong thing to do apparently, because it was at that brief contact that Zaraki regained some awareness. His hand immediately struck at her shoulder, the intensity and unexpectedness of the blow sending her flying back on her butt.

"Owwie," she cried, rubbing her now-definitely-wet pants.

"Whozzhere," he grumbled roughly, scratching his chin as he looked around left and right. His eyes narrowed when he fixed his eye-patched gaze on her. "Who're you?"

Orihime gingerly got up again, gave him a bright smile. "Dr. Inoue, sir!" she reported, wondering whether he would take to being called 'sir' well. "May I ask what you're doing down here all by yourself?"

Well, obviously one reason could be that he was using the riot upstairs as a means to find escape, or he was looking for trouble - but Orihime didn't like assuming. It was also possible that he was sick - which he, factually, was - and he might have been seeking help. She suddenly felt relieved at having come down here to look for him. That definitely had to be the reason he was down here, this far away from gen-pop!

"Tch. Got lost," he drawled, flexing his bare arms as he regarded his surroundings.

Lost? Orihime blinked, a little taken aback. "Well your lymph nodes are a little swollen, Zaraki-san," she soldiered on, regardless. "I can administer some tuberculin for you and take you back to my office? You can rest there until the riot blows over."

"Heh. Right," Zaraki said, supporting his weight on one of the pipes so he could stand. Orihime squeaked lightly, feeling a wave of panic run through her on the off-chance that he would fall again and she would have to carry him. "You wouldn't happen to know where Kurosaki is, would ya?"

Orihime's heart tightened at Ichigo's name. "Kurosaki-san?" she asked, with a little frown. "Why would you be looking for him?" Was Ichigo looking for the Kenpachi? That seemed highly unlikely, given what Ichigo had told her about the man in front of her. Suddenly, another shudder of concern occurred to her: was Ichigo alright?

"He owes me a rematch," Zaraki replied lazily, eyeing his surroundings. "On first glance this seemed like the place he'd run to, but he ain't here." He jerked his head towards her. "You," he said, like he was just now actively registering her presence. "Take me back to gen-pop."

Orihime bit her lip, wondering why anyone would want to go there at this time. Not to mention, she had a duty to treat him. Yet somehow, she figured unless she could produce Ichigo out of thin air, the man wouldn't care much for what she had to say. And if she could produce Ichigo out of thin air, setting him free to fight Zaraki would not be her priority. Making sure he was unhurt was.

"Alright," she conceded anyway, reaching into her pocket for the handy little syringe holders strapped inside. "I'll show you the way. Can I just give you some tuberculin first?"

He grunted, but didn't say anything else. She took his sounds as affirmation, gently injecting him as quickly as she could before he could change his mind about her being close to him. Her bum still stung from her fall, she didn't want a repeat.

Once they were wrapped up, she helped him to his feet and guided him around the corner. Despite being a little rough around the edges, he certainly wasn't unreasonably cruel or violent with her - which once again confirmed her hypothesis that people would like these men better if they just got to know them. Satisfied with her conclusion, she dropped Zaraki off at a breaking point between the entryway and the Maggot's Nest.

"Straight ahead, Zaraki-san!" she said, cheerfully. "Be careful! Drop in after 48 hours so I can re-administer your injection, okay?"

He didn't seem to care about the last bit of information, but he nodded at her gratefully anyway. Then, he was off, thumping along the floors and jingling his bells as he headed towards chaos.

Orihime blew a breath out of her cheeks, feeling slightly relieved that her first prison riot had left nothing more than an accidental bruise on her butt.

In retrospect, she would later say that had been the exact moment she had jinxed her fate. She heard a soft snicker of laughter slithering behind her, making her stomach drop.

Orihime turned over heel to instantly come face-to-face with someone's chest. She glanced up, swallowing audibly when she noticed the long strands of black hair falling over the man's shoulders. The familiar, leery smile that she had seen on television all those years ago when she was little. The man that had every well-meaning parent, Sora included, locking their daughters in well before eight. The fascination of documentaries and criminal psychology textbooks, of law and history and incarceration itself.

Nnoitra Gliga. Arguably the most notorious serial killer of the '80's -

- standing right in front of her.

"Hi there, pretty."

x.x

After what felt like an eternity crawling through tunnels that had moulded and undergone severe disuse, Ichigo decided Ishida Uryu was clinically insane. While the tunnels were certainly exactly as they had been advertised- he could see the doctor's office through the grates - they were nowhere near sustainable. He had multiple bruises on his knees and thighs, a patch of sticky blood forming on his temple where he'd hit it against a wall.

Yet, as he began undoing the grate on the vent, all he could hope for was Orihime's safety. He desperately anticipated that she would be right there, sleeping on her desk. He'd go up to her, demand why she didn't answer the office phone, and she'd give him a sheepish smile and say "sorry, Kurosaki-san, I fell asleep and the little phone beeps just didn't reach my overactive, busy brain in time for me to tell you I'm a-okay!"

Then, relief in his heart that this was all for naught, he would hold her to his chest and -

He closed his eyes painfully, kicking open the grate door. The plan was to find her, make sure she was safe, and get back. There would be no hugging, no staring into her eyes, none of it. Zilch. This wasn't about them, it was about her. Her safety.

He had pretty much made a mental promise to protect her for as long as they'd known each other. That was non-negotiable. He'd honor that, damn the consequences. Then, he'd get back.

And once he was safely out of reach, then he would torture himself with what was, what could have been, what would be...if he wasn't an inmate and she didn't work here. Then, just to add salt to the wounds, he'd think about her. And how, if he was half the man he was supposed to be, he would do the honourable thing and leave her alone.

For now, he just focused on finding her.

He exited the grate, blinking around the dark, empty office. There were virtually no sounds, spare the rustle of rain.

That was a bad sign.

"Inoue?" he called out quietly, coughing through the puffs of dust he'd accommodated on his way here.

With every expanding inch of the room he scanned for her, he felt his stomach sink in a clawing fear. There was absolutely nothing - no one - here, spare Ukitake, who was deep in his coma and would know nothing about where she had gone.

Then, he heard a high-pitched scream.

x.x

Orihime backed up, very carefully trying to balance her breathing while reaching for her sedative with one sweaty hand. Somewhere in her heart, there was a lodged hope that someone would have heard her warning scream. Someone on her side.

"S-stay back!" she cried, whimpering when Nnoitra inched closer. Feeling herself getting closer and closer to the wall, she changed angles and inched backwards diagonally. Nnoitra circled her like a hawk, his tattoo peeking out to touch his bottom lip as he leered at her. In the shadows stood another man with ginger hair, watching her. He seemed to be waiting for Nnoitra to initiate any first moves.

"Come now, pet-sama," Nnoitra shrilled, his large shank peeking out of his sleeve's wrist. "I just wanna dance, play a lil' game with you – that's all."

Orihime took a huge gulp. "Please," she said, her voice faltering. "No one has to get hurt. I-I won't be reporting this if you let me go, I promise…"

Nnoitra cackled, like he was heavily amused. He took a step closer. "You promise, huh?"

Now or never, Orihime, she steeled herself. She tightened her hold on the syringe, watching his movements carefully. The man behind her hadn't moved yet, so she decided to pour all her focus on Nnoitra.

She lunged. Unfortunately for her, the poor lighting of this place and her sheer flightless energy had her foot catching right into a pool of leaked water on the tile-floor. She slipped, landing harshly on her chin while her syringe went scattering a few feet away.

'Rats!' she cursed, feeling her eyes water in pain. Her one weapon had all but skirted down the alley! She tried to force herself up, but felt her entire body shaking in fear. Thin lines of tears and water ran down her nose as she tried to prop herself up and see what was happening in front of her.

"What's this?" Nnoitra was asking, bending over to pick up the syringe. "Eh, Tesla, looks like we've got ourselves a tough bite!" He howled, tossing his head back in sadistic joy.

Orihime, in her fit of panic, kicked him in the shin hard from where she was on the floor. It was nowhere strong enough to break his bone, but he stumbled backward in surprise. Orihime quickly budged over, scrambling to her feet as Nnoitra collapsed a few paces in front of her.

Her eyes scanned her surroundings, heart beating so rapidly she was sure she was going to die of fear alone. They fixed on Tesla, whose shoulders had hunched in preparation to charge straight at her. She gasped, willing the muscles in her leg to regain strength, help her move again. She felt frozen.

Before he could attack, however, Tesla went down with a loud 'thunk' delivered to the back of his head. The last she saw of him were his glazed eyes, before he messily landed right onto the floor of puddled water.

In the midst of darkness, through the shadows, she saw a shock of orange waver, like a flash of fire. A quiet inferno.

Ichigo.

The subsequent hope that had pulsed in her chest didn't hold a candle to any kind of safety or security she had ever felt in her life. Ichigo's eyes lifted from Tesla's body to meet hers, the creases of skin folded in worry lines around them. The warmth that filled her chest was indescribable, gently coursing from her heart to her fingertips.

"Kurosaki-san," she whispered, eyes swarming with tears at the sight of him. His eyes regarded her temporarily with a burning gaze, then widened in panic at a spot behind her.

"Inoue!" he bellowed, a guttural shout as he tried to charge from his distance towards her.

Suddenly, Orihime felt a pair of arms wrap around her middle and her torso, lifting her into the air and away from Ichigo as his grip tightened.

"Mrgh!" she shrieked desperately, trying to wriggle out of Nnoitra's hold. Then, as his fingers came to silence her, she bit down on them as hard as she could, hoping she could buy Ichigo some time. Her teeth rammed down on his cold flesh, wincing when she made contact with his skin.

Sure enough, he released her with a hard push, face blind with pale rage. "You b-"

Ichigo lunged forward immediately with the force of gust, one arm punching Nnoitra square in the face. Orihime quickly stepped away, feeling her chest burn with relief and the slow draft of returning oxygen. Nnoitra staggered back, but immediately tried getting back up to his feet again.

"I'm gonna kill you," he threatened, staring straight ahead at Orihime with a heaving, cold stare.

Ichigo stepped in front of her, one hand extending to block Nnoitra from his view of her. "If you wanna kill Inoue, you're gonna have to kill me first," he spat.

Nnoitra attacked, but Ichigo was too fast for him. Orihime heard a bone crack as he shoved one palm flat against Nnoitra's bicep. He used the other to retrieve the shank swiftly, slicing across Nnoitra's chest with a disarming force. The man flew back, hit the wall with a sickening crunch. His blood spattered straight up against the wall as he groaned in pain, head lolling downwards.

For a moment, no one spoke or moved. The only sounds were the crack-and-whip of thunder outside, coupled with Ichigo and Orihime's heavy breathing.

Orihime watched as Ichigo turned on his heel to look at her. Under the slanting light, she noticed blood slicking down his forehead, collecting in heavy drops at the edge of his jaw.

"Kurosaki-san," she said, feeling a bolt of alarm run up her spine. "You're hurt!"

He grabbed her wrist before she could touch him. When he bent his chin to meet her eyes, Orihime shuddered at his darkened, soft gaze. "Are you alright?" he asked quietly, thumb stroking the skin of her wrist tenderly.

Orihime nodded, then felt her face split into a sheepish, embarrassed grin. "I am now, considering Kurosaki-san came to my rescue!" she cheered nervously, a little too loud as she regarded the room. "I, um…"

How did you get here? She wanted to ask. Why did you come?

"Kurosaki-san..." she said, feeling suddenly overwhelmed with this need. To hold him to her and breathe him in, reminding her that he was here and he was with her. That she was safe and he was here.

She schooled herself; of course he was here. He had been nothing but kind, empathetic and caring since she'd known him, and he was nothing short of a hero – no matter how much he'd vehemently deny it. Chalking this up to anything more than it was would only hurt her, as she had learned since meeting him.

She slipped her wrist carefully out of his grip, giving him a strained smile.

"Come on, Inoue," he said shortly, ignoring the plummet in his stomach at her withdrawal. "Let's get out of here."

He started moving. She turned over her shoulder, feeling her chest hitch in guilt at the two bleeding, unconscious figures on the floor.

"Should I –"

"Don't even think about it," Ichigo cut her off, returning to drag her with him before she could even consider going back there and stabilizing them. This time, he relinquished his grip soon after she was back to his side, storming ahead of her. He clenched his fist, his frustration making him blind to the similar pang of hurt in her own eyes behind him.

They quickly leaped over the bodies and rounded corners, ready to head back to the alleyway that housed her office. A sudden chatter of inmates on the L-bend, however, had Ichigo moving quickly, grabbing Orihime as they backed themselves into a dark corner. Noticing Grimmjow and his men, Ichigo quickly put one hand around Orihime's mouth to cover up her gasp. They waited with bated breath, listened as the group passed by.

"I say we raid the store closets, boss. With our luck, some dummy guard might have left a spare set of keys behind," Yammy, the tall right-hand man of Ulquiorra jeered. Ulquiorra himself was walking at a distance from the rest of the group, hands behind his back. For a moment, he stalled in his footsteps, eyes darting suspiciously close to where Ichigo and Orihime were ducking for cover.

"It would be futile," he replied quietly. "If the guards are aware of this fated Cross, that would be the most heavily guarded location in the prison at the moment." His eyes swept over to Ichigo and Orihime's hiding spot again. He paused. "There doesn't seem to be anyone here."

"Heh. Except Nnoitra," Grimmjow said, kicking at Nnoitra's crumpled body. "Looks like someone got 'im bad." He jerked his head to regard the infirmary. "Wouldn't be a bad idea to go around lookin' for trouble."

Yammy snapped his thick fingers. "Hey…" he rumbled, the first inklings of an idea forming in his brain. "What if we took the doctor for a ransom?"

Ichigo's grip tightened on Orihime's waist, pulling them even further back against the shadows. She bit her lip, staying close to Ichigo even as her body trembled.

"Kurosaki-san, we can't let them get in the infirmary," she whispered, clutching the fabric of his shirt tightly. "Ukitake-san is in there by himself."

Ichigo grit his teeth, watching as the men observed the idle infirmary.

"You are being ridiculously foolish, Yammy," Ulquiorra was saying coldly. "One misstep and we risk the chance of the Maggot's Nest. The guards will not take the kidnapping of prison staff lightly."

"So what do we do?" Yammy asked, lazily flicking his finger in his ear.

"We keep looking," Ulquiorra finished calmly, regarding his surroundings.

"Sounds fuckin' boring," Grimmjow retorted, but continued walking with the other men anyway. Their footsteps began receding as they headed into the deeper pockets of the prison.

Ichigo and Orihime waited a few more moments, chests heaving as they listened for noise. When the coast was clear, Orihime let out a relieved breath, unable to hold back a dry sob that she covered with her mouth. "T-they were going to…"

"I would have never let that happen," Ichigo said fiercely, hands coming up on both her shoulders to make her face him. He tilted her chin upwards. "I would have never let that happen, Inoue."

She nodded blankly, mechanically almost. Ichigo wrapped his arm around her shoulders comfortingly. "Come on," he said, low, right into her ear. "I'll take you back to the walkway. You can find a guard, have them walk you back to your quarters."

Orihime shook her head, lower lip trembling. "I can't leave Ukitake-san behind," she said softly. "We don't know when the next guard is going to come around here and I-I can't just let him be here by himself. Not after everything we heard…"

Ichigo sighed. She had a point. There was no telling who could take advantage of a comatose man with everything being in a state of disarray. As eager as he was to head back, he couldn't ignore that.

"Alright, then," he said, guiding them towards the infirmary. "Let's go."

Orihime blinked at him in surprise. "You're coming with me?"

He gave her a rueful half-smile. "Not like I've got anywhere else to be."

For the first time that night, Orihime laughed. The sounds bubbled straight from her chest, genuine and bright.

He extended his hand, his eyes bearing a softened expression that she marked as relief, mixed with a little something that made her heart flutter.

She took it.