Disclaimer: I don't own Bleach.

Chapter Forty

Las Noches; Aizen's Quarters

Several images flashed along the wall, surveilling Las Noches invasion by Ichigo and his friends. Aizen sat in his chair, watching it all go down with interest. Beside him slept Asahi in her floating cradle, her needs attended to earlier by an Arrancar attendant. Aizen watched as Rukia and Orihime followed Aaroniero into his palace and reveal his "identity" to the two girls. It amused him to see Rukia's and Orihime's reactions, wondering how they'll deal with this development.

His eyes turned to Halibel and Grimmjow fighting it out in the throne room. For the moment, Halibel was winning, overwhelming him with her full fury. Considering that Halibel was Number Three and Grimmjow was Number Six, it didn't surprise Aizen. However, he knew that Halibel was in for a rude awakening once Grimmjow revealed Aizen's gift. Then she would realize that all of the remaining Espada were beyond her now.

As his attention turned to Ulquiorra conversing with Ichigo, a voice came from behind him. "Well, things are getting hectic. And here I was hoping Ichigo and Halibel were going to join us willingly now that we have their precious bundle of joy."

"You and I both knew that they were never going to bend so easily, Gin." The foxy rogue walked up beside him and watched the entertainment unfold. "They're both far too stubborn. Ichigo shares that with his father. And Halibel's regained humanity has made her more defiant. But it matters little. In the end they will yield to me."

"Did you make her that way purposefully?" Gin asked out of curiosity.

"That I did not." Aizen turned to little Asahi. "I only modified her to give birth despite her obvious limitation. Halibel is unlike the other Espadas. Even as a Vasto Lorde she was unique, more than even Barragan. When I saved her, I recognized that she could surpass my other Hollowfication experiments, save for one: Ichigo Kurosaki. I did nothing to curb her yearnings for companionship since I knew that it would lead her inevitably to Ichigo."

"So, a Human who became more like a Hollow and a Hollow who became more Human. Kinda like a fairy tale," Gin teased. "So, have they reached your lofty expectations?"

"Not yet," Aizen confessed as he rocked Asahi's floating crib. "They've almost reached their full potential. But they just need a little more of a push."

"So what happens then?" Gin looked at Asahi and then back to Aizen. "What happens when they reach their strongest?"

Aizen said nothing. He merely smiled as he continued to watch the fun unfold…

Meanwhile…
With Orihime & Rukia

Staring at the face of the Espada, both girls were in a state of shock. Even in the dark room they saw his face as clear as day. Orihime saw the face of an older Ichigo, only this man had normal black hair as opposed to Ichigo's unnatural orange.

Rukia, on the other hand, saw a different face.

"Kaien?" Rukia muttered, taking steps towards the face of her former lieutenant. All in one moment the memories of that horrible night came flooding back to her. "Kaien? Is that…is that really you?" Orihime saw the distress on Rukia's face as she approached him. "Answer me! Is that you, Kaien?"

The serious face on the man broke and he gave a smile. "It's been a long time, Rukia." As Rukia stood there in disbelief, he merely shrugged. "What? Don't give me that look? C'mon, it's everyone's favorite lieutenant! You should be happy to see me! Hmmm…" Kaien looked over at Orihime and gave her the same friendly smile. "Hi there! You must be Orihime. Nice to meet you!"

The orangette was in the same state of confusion that Rukia was in. During their training Rukia had confessed about what happened to her lieutenant, Kaien Shiba, and about the night that Rukia had been forced to kill him. She'd mentioned the resemblance to Ichigo before but this person looked almost identical to her friend. Looking over at Rukia, she saw her become relaxed, her eyes showing her reassurance.

Kaien walked over to a curtain and reached underneath it to pull out three purple cushions. He tossed two of them over to the girls. "Sit down. I've got loads to tell you." After the three became seated, he gestured to the walls. "Sorry about bringing you into the dark room. That dome is Aizen's creation. Everything the light touches he can see. That's why I brought you two here so that he can't hear us."

"Kaien, how are you here?" Rukia demanded to know. "That night…"

Sighing, Kaien grimly nodded. "That night…yes, I died that night. After you brought me home to my brother and sister, my body disintegrated. The Hollow that took over my body was one of Aizen's Hollowfication experiments. It was designed to be destroyed and come back to Hueco Mundo every time it dies. But this time, since it had hijacked my body, I went along for the ride. Except this time when it reformed, my mind was in control and not his. So in other words," his face turned jovial, "my iron will was something they hadn't counted on!"

Rukia gaped at how casual Kaien was being. "L-Lieutenant Shiba! Why are you joking around? This is serious! We don't have much time!"

The man crossed his arms and nodded. "I know. Your friend's baby. I saw her back at the Espadas meeting. Aizen watched over her like a hawk. Anyway, to continue, as you can no doubt tell, I got my body back. I killed one of the Espada and took his place, "

"Um…Kaien?" Orihime asked sheepishly. "What does Aizen plan on doing to Asahi?"

The happy face Kaien wore melted as he stared at Orihime. "He plans on accelerating the baby's growth. In no time at all he'll turn Halibel's daughter in a grown woman. Once that's done he'll bring out her Hollow power. He wants to fuse the baby and her mother together."

"What?!" Orihime and Rukia both gasped in horror.

"Think about it. Hollows are incomplete beings. Taking off their masks lets Hollows gain Human form and powers similar to a Soul Reaper but they are still incomplete. So Aizen wishes to take an incomplete being and give her something that has what she never will: a heart. And a Hollow with a heart…that scares me."

Rukia thought about it. "Yes, that makes sense. Aizen would do something like that. After all the hell he's put Ichigo and Halibel through, I can believe that."

Orihime, on the other hand, said nothing. She looked at Kaien and slowly her expression became more and more concerned…

Kaien looked at Rukia, his face showing determination. "I've been biding my time amongst the Espadas. And now that you're here, we can finally carry out my plan." The man stood up and turned away from the pair. "Let's move. We'll get Aizen's attention and you can secure the baby."

"Yes, sir!" Rukia leapt up with a face full of hope. She was so happy to serve Kaien again, to redeem herself for murdering him.

Which was why it hurt Orihime so much as she put a hand to her hairpins. "Santen Kesshun!"

Kaien whirled around, his zanpakuto pointed squarely at Rukia's face. However, his sword never reached his target, blocked by Orihime's shield. Rukia stood there, confusion and betrayal etched into her face when she realized that Kaien had tried to kill her and that Orihime had stopped him. "W-What?"

"Damn…" Kaien looked past Rukia and raised an eyebrow at Orihime. "Now why did you do that?"

"I don't know who you are, but you are no friend of Rukia's!" Orihime shouted in anger.

"Oh but I am. But have you forgotten that Rukia killed me?" Kaien pointed his sword at Rukia. "Don't I have the right to avenge my own murder?"

Orihime shook her head. "No! Rukia told me all about Lieutenant Shiba. She told me he was a kind man. That he was a good, understanding person. I've never met Kaien, but I know that he would never blame Rukia for what happened that night. I don't know who you are but you're not Kaien Shiba!"

Kaien, or the man claiming to be Kaien, scowled at the human. "So what? You don't think I'm Kaien just because I'm a little miffed at being stabbed?" He turned to Rukia, who looked at him apprehensively. "Rukia, it's me. Don't you feel responsible for my death?"

"I…" Rukia hung her head, feeling torn. She did feel responsible for the death of Kaien Shiba. She would never be able to move on from the shame. And this man didn't just look like Kaien. He felt like him too. His attitude, his mannerisms, his voice. It reminded Rukia of better times. Despite what Orihime said, Rukia truly believed that this was Kaien. "Orihime, he's right. I-"

"No. This is NOT your friend, Rukia."

Now many people tended to look down on Orihime, thinking that she was just a pretty face and nothing else. And while her creative imagination and ditzy behavior certainly didn't help that opinion, Orihime Inoue was not stupid. Because while Rukia was enraptured by Kaien's presence and the momentary hope that she hadn't killed her lieutenant, Orihime realized that nothing this man said added up. But more than that, she had been thinking about what Halibel had said on the way to Las Noches the moment that Kaien took off the mask.

"Aaroniero, on the other hand, is the beginning of our troubles. He hides his face behind his mask. I actually saw him without it once." The woman couldn't help but bristle. "I don't know what he is but that face was repugnant."

"Rukia, remember what Halibel said? That she saw what the masked Espada looked like underneath his mask?" Orihime pointed her finger at Kaien, who scowled back once he caught her meaning. "He looks just like Ichigo! Why would she think he looked repugnant?"

"I simply used a Kidō spell to disguise my appearance," Kaien said matter-of-factly. "Do you really think I'd walk around and sit at a table with a bunch of Arrancars who'd tear me to pieces without something to hide my identity? Aizen can use illusions so why can't I? Are you really that dumb?"

But Orihime was still not buying it. "Then why didn't Halibel say anything about the sunlight being watched? She wanted us to get under the dome so we can find Szayelapporo's lab to rescue Yoruichi!"

Kaien clenched his jaw in irritation at the suspicious girl. "After Halibel ran away from Hueco Mundo, Aizen wanted to make sure that nobody else flew the coop without him knowing. So he redesigned the dome to be able to surveil everything the light touched."

"But they split us up in the hallway! They knew where we were before we even made it to the dome! Rukia," she turned to her friend with pleading eyes. "That's not Kaien! Everything he's saying is a lie!"

The torn Rukia looked back and forth between Orihime and Kaien, not sure of who was telling the truth. Everything that Kaien said did make sense. But on the other hand, so did everything Orihime just said.

As if to twist the screws tearing Rukia apart, Kaien gestured to Rukia's zanpakuto. "Rukia, your zanpakuto is Sode no Shirayuki. The first dance is Tsukishiro. The second dance is Hakuren. Do you remember who helped you develop those techniques?" He pointed a thumb at his chest. "Me! That's who! Ask me anything and I'll give you an answer! Now who are you going to believe? Me? Or this stupid girl?!"

Orihime could tell that Rukia was still split. She needed to something to prove that she was right. Then she had an idea. "Koten Zanshun! I Reject! Tsubaki!"

"Orihime, wait!" Rukia pleaded in vain. Orihime launched her attack right at Kaien. Smirking, the white-clad lieutenant easily sidestepped the attack and let Tsubaki crash into the wall behind him. "You see, Rukia? She's just a stupid Human. I don't know why you let her tag along with you."

Rukia froze. That was twice now that Kaien had insulted Orihime. And even if Kaien did hold a grudge against her, he was never one to insult people. He was far too kind for that. When she saw what Orihime's attack did, however, she realized that this was the point of Tsubaki's strike. "I don't know…what to believe…" she finally confessed. "But I know one thing." She held up a hand and pointed it at Kaien. "Kaien Shiba would never insult my friends! Bakudō #4: Hainawa!"

A golden rope of energy shot out of Rukia's hand. Kaien was suddenly taken aback by Rukia's spell and found himself wrapped up in the rope. "What the hell do you think you're doing, Rukia?!"

Then he heard the wall started to crumble behind him.

Orihime saw the flash of distress and knew she'd been right. "You brought us here into the dark. Not because Aizen was watching us, but because you wanted us to see that face to trust you. If Aizen can use illusions, why can't you?"

Kaien cursed as the wall broke away, a beam of sunlight shining right into his face. Rukia and Orihime were stunned beyond words as the visage of Kaien Shiba melted away to reveal the true Espada.

Rukia's face turned white with horror as the head of her lieutenant was replaced by a large tank of red liquid with two Hollow heads floating inside, both of which had the number Nine tattooed on their faces. "What…what are you?!" she gaped. Orihime felt sick to her stomach looking at it. No wonder Halibel said he looked repugnant!

"Damn, looks like we've been had," cursed one of the Hollow heads, speaking with a deep, booming voice. "We'd hoped to use Kaien Shiba's face to catch you two off guard. Curse that traitor. If she hadn't told you, you wouldn't have figured it out."

The other head spoke, this time with a softer feminine voice. "But what's done is done. We'd thought that a face that resembled Ichigo Kurosaki's would have lulled you into trusting us too. Who could have predicted that stupid Human to catch on to our act? .At this point we might as well introduce ourselves for real." The Espada tore off the ropes of Kidō and stood back up straight, speaking with both heads at once. "We are Espada Number Nine: Aaroniero Arruruerie."

"What…what in the world are you?" Orihime gasped, shaking from head to toe.

"If you have an opinion of our faces, Orihime. Keep it to yourself. We're tired of hearing people's opinions."

"So then…" Rukia's hands balled into fists and she drew her sword in fury. "You aren't Kaien after all! How dare you try to deceive use?!" She clenched her teeth with rage. Had it not been for Orihime's intuition, they would have walked straight into disaster.

"Deceive? Oh, Rukia. You have no idea how wrong you are…"

"Orihime, you called our power illusions, correct? Well I'm afraid that you are wrong. Just like you said that everything we said was a lie is wrong."

"What do you mean?"

Deciding to drop the subterfuge, Aaroniero raised a gloved hand and snapped its fingers. The girls looked up to find the ceiling open up, bathing them all with the dome's sunlight. "We suppose there is no need to try to use Kaien's face now that you saw through our act. Still, it's irritating that Lord Aizen would create a sun in Hueco Mundo when creatures like us require shadows to use our power."

"Wait…how…how did you know about my zanpakuto techniques? How did you know Kaien helped me develop them?" Rukia became more confused than ever. Then she remembered what "Kaien" had told them earlier. "No…it…" Orihime saw the blood drain from Rukia's face. "It can't be!"

The Espada threw its dome back and the two heads cackled. "Hahahahahaha! We see you catch on quick, Rukia!"

"Rukia, what's wrong?"

"Isn't it obvious, you stupid girl?"

"We weren't lying when we said that Metastatia, the Hollow who infected Kaien Shiba, reconstituted itself back in Hueco Mundo. And we weren't lying when we said that Kaien's body went along for the ride." As it continued to speak, Aaroniero removed the glove from its left hand. The revulsion the girls felt intensified when they saw that the Espada didn't have a hand but rather a brown maw covered in tentacles. "We're certain that Tier Halibel told you that we devour Hollows, did she not?"

"You…" Tears started to fall from Rukia's eyes as the truth dawned on her. "You ate Kaien and that Hollow. That's how you have his face!"

"Bingo. Our power, Glutoneria, allows us to devour Hollows and take their powers for our own. You weren't wrong when you felt like you were in the presence of your lieutenant. His memories, his skills, even his zanpakuto belong to us now."

"No…" Rukia's horror magnified to unfathomable levels. She'd always tried to take comfort in the belief that she'd spared Kaien the horror of being possessed by a Hollow. But now the truth was laid bare. She didn't save Kaien. She only ended up letting him get devoured by a Hollow who stole his face.

"We like that look. It's going to make what comes next so much more satisfying. Lord Aizen has given us a gift, courtesy of your friend, Ichigo Kurosaki."

"Ichigo? What are you talking about?" Orihime asked. "Ichigo has never helped Aizen!"

"Hasn't he?" taunted Aaroniero. "Szayelapporo developed a new way to harness Ichigo Kurosaki's spirit energy."

"But all the Arrancars who had Ichigo's energy put into them exploded!" Orihime pointed out.

"Barragan's Fraccións were mere prototypes. They didn't have the power to contain such volatile spirit energy. But now, Szayelapporo has perfected the technique and with it, the Espadas will never lose to Soul Reapers again!" Aaroniero ripped a hole in its Hakama, revealing the Hollow hole on its left thigh. And inside his Hollow hole was a glowing cube. "Behold, Ichigo Kurosaki's gift to us: the Mejorada Resurección!" Aaroniero pointed its maw at the two horrified girls and released its full power. "Devour them: Glutoneria!"

Ichigo's black and red spirit energy burst like a flame from the cube, engulfing Aaroniero. The evil Espada cackled with mad glee as it felt power surge through its body like it'd never felt. Orihime and Rukia became rooted to the spot in fear as a massive spiritual pressure washed over them, like they were suddenly submerged at the bottom of the ocean. Aaroniero's pressure was monstrous, unlike anything they'd ever felt before.

Then the black and red flame faded, revealing Aaroniero's new transformation. And in that moment Orihime and Rukia felt true dread.

Aaroniero's body had grown twice in size and had become grotesque, like something out of a child's nightmare. Most of his white clothing was gone, revealing a grey chest and a dark red right arm. The maw on his left arm had grown in size and had become more monstrous, with added tentacles and teeth. A tongue of spirit energy slipped out of the maw, lapping at the air. Aaroniero now wore a skirt made of bed and black energy, surrounded by a circle of purple tentacles. Instead of feet, Aaroniero now walked on another pair of hands. But the most gruesome aspect of its new transformation was its heads. Gone was the glass tank and the floating heads. Now Aaroniero's heads had grown in size and had grown necks that attached to the rest of the body. Behind the heads lay a maroon hood that resembled sickly flesh.

"AHAHAHAHAHAHAHAHA! Well ladies? Shall we continue?" Aaroniero cackled. "Kaien Shiba gave us a taste for Soul Reaper and now we want more! Prepare to become our dinner!"

To be continued