General Disclaimer: I don't own Bleach or its characters.

A.N. Disclaimer: The A.N. below has direct spoilers for the manga.

Actual A.N.: It seems I was right about Orihime being bait, but as for the rest...well, who knows how it will all end. My own fic seems to be going through some crazy twists, and I thought I should finish writing it before posting more, just to make sure it stayed consistent and made sense (at least to me. Some of you seem to like that the plot is interesting and original, but I'll be the first to acknowledge that it can also be confusing). Anyway, it turns out that the ending is longer than I expected, so I'll be breaking it into three chapters. As always, reviews are appreciated.

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"It's good to see you too, Nnoitra," smirked the green-haired female arrancar.

"Nel-chan!" cried Orihime, not believing her eyes. At the mere sight of the once child-like Espada, she suddenly remembered everything about her.

"Did you come here to fight me, then?" demanded Nnoitra, still clutching his sword.

Neliel huffed impatiently. "We can do that later if you insist. Right now I suggest we move to a safer spot." She grabbed hold of Orihime and Nnoitra and stuffed each under one arm as she sonidoed them far enough away that Aizen's fortress and the battling Espada were no longer visible.

"Let go of me, woman!" screamed the Fifth Espada. Nell frowned down at him as he began to squirm.

"You haven't changed, Nnoitra. Reborn as a Shinigami, you are even more like a child. It would be dangerous for me to trust you, if you weren't so much weaker than I." She released her grip and he fell onto the sand. "If you try to harm Orihime again, I will pin down every single one of you limbs and leave you here for the hollows to feed on."

The red-faced Espada spat out a mouthful of sand and glared, but made no other move.

Neliel let go of Orihime a little more gently, and they both sat to rest for a moment. Orihime's gaze settled on the backwards crescent moon, something she remembered staring up at every night from her prison cell. She glanced at Nel to see what she was doing, but her eyes seemed fixed on Nnoitra. Orihime wondered if it was all that wise to let him go free, but the female arrancar had made no move to restrain him.

"What it true what that idiot Grimmjow said...about Lord Aizen?" he muttered.

The skull-helmed woman shrugged lightly. "More or less. The details aren't important."

"But he isn't coming back, is he?" Orihime asked. She needed to be sure. She would never be free from her dream until then.

Nel smiled at her kindly. "I didn't want to burden you with the story, Orihime-chan. But if it would make you feel better..." she lay back so that she rested completely flat against the sand, startling Orihime, who realized the other woman was no longer keeping an eye on Nnoitra. The auburn-haired girl inched closer to Nel and kept her own careful watch on the Espada. "Where to begin? Well you were there towards the end, I suppose. I saw Rukia-chan perform the konso on you. I think it upset Aizen-sama to see your spirit go free, so he took no more chances and activated the summoning kidou right away. He had runes already painted on the floor of the chamber, but when he began chanting, they started to glow bright red. At that point, we all became frozen in place. Only Aizen-sama was able to move, but it seemed difficult for him, as if he had lost all of his strength. That's when we realized what the kidou was doing; it was draining the spiritual power of everyone in the room."

Nnoitra snorted in disbelief. "Lord Aizen would never have been stupid enough to let it drain his own energy."

"I'm not sure he thought the others had sufficient power to summon the King's Key. He had originally counted on Orihime's soul, as well as those of the Vasto Lordes and the two Shinigami captains he had sent to find them. But something must have happened to them as well, because the hollows never came. Aizen-sama cursed them all quite loudly."

"Ha! Aizen-sama would never lose his cool like that," argued Grimmjow. Orihime herself had trouble imagining such a scene.

"Well, you have to remember that he wasn't expecting anyone to survive; he probably felt free to act however he wanted around us. He even stripped away his illusions to spare enough of his power for the kidou. The spell was starting to work, and we could all see the Key manifesting. But something was keeping it from forming all the way, and then before long, it was even beginning to come apart. Aizen-sama looked quite desperate at that point, because the arrancar on his side had already given all they had and died. The only ones left were him and us, and of course we were resisting."

"Did...did anyone else die?" asked Orihime, afraid to hear the answer.

"Hold on, let me finish," said Neliel, halting any further interruptions. "Aizen-sama couldn't understand why the spiritual energy was growing weaker instead of building up inside the chamber. Something was siphoning it off, and he took one look at me and realized what it was." She paused her storytelling to lift her head and look at her old colleague. "Do you remember that wound you gave me years ago, Nnoitra?"

Apparently he did, because the Espada suddenly couldn't stop laughing. Nel herself began to lighten up a little and grin.

"A hollow's mask is the core of their being," she explained, turning to Orihime. "If it is cut deep enough, it will endlessly leak bits of that hollow's power. That's why I looked like a child for so long. Aizen-sama had never paid close enough attention to me, and didn't realize until it was too late that he should never have included me in the summoning circle. As a result, I formed a break in the circuit that was constantly draining away spiritual energy just as Aizen-sama was trying to collect it."

"But your cut...is it healed now? Are you back to normal?" Orihime asked her. Nel's expression seemed to darken briefly.

"Well, as you can imagine, Aizen-sama was furious with me. He was about to strike me down with his zanpakuto, but then amazingly, Ichigo found enough strength to resist the kidou and defend me. The two of them were moving so slow, it was like watching people fight underwater. Neither one could land a blow, and at that point Aizen-sama probably realized he was running out of time and had to use every last trick he had. He decided to use the hougyoku on himself."

Nnoitra stopped his laughing to cast a wide-eyed look at Nel. "You mean he hadn't until then? All that strength and power he had was without even drawing on his hollow?"

The female arrancar nodded. "Of course all of us already assumed that he had. It was inconceivable to believe that he would have access to even more power. When it finally happened, and Aizen-sama stood before us in his Vizard form wearing that terrifying mask, all of us thought we were finished. The King's Key appeared instantly, drawing most of its energy from him, I imagine. Of course if summoning it was so easy, we wondered why he'd bothered going to all that trouble to capture the rest of us. The Shinigami captains later told us that once a soul is tainted by its hollow, it can no longer cross the barrier into the royal dimension, even with the Key. That was why Aizen-sama had hoped our souls would power the Key's creation, and had wanted to wait until after he'd passed through the gate before becoming a Vizard and challenging the Shinigami King."

"So he was screwed then," pointed out Nnoitra. "Why did he even bother making the Key if he could no longer use it?"

"Maybe he thought he could find another way, given enough time. Aizen-sama has always been long-sighted."

Orihime couldn't bear the suspense. "But then what happened to the others?" she cried. "Was everybody killed?"

Before Neliel could answer, the world shifted.


Orihime found herself standing in the middle of spring meadow. Bees hummed and birds flew overhead, and everywhere she looked there were colorful flowers in bloom. She couldn't help but gasp in delight at the beauty of the place.

"You care so much about safety of your friends," remarked a bitter voice that felt both familiar and terribly out of place in these peaceful surroundings. "I wonder if you ever had any such feelings for me?"

Orihime looked around in surprise. "Ul-Ulquiorra-san?"

"Then again, you claim to be incapable of emotion--or was that just your excuse for rejecting me, woman?" Suddenly he was there, standing directly before her. He looked around as if he had only just realized where he was.

"I should not be surprised to find your soul in such a place," he remarked. "So simple and fragile. Like your mind."

She opened her mouth to respond, then seemed to think better of it and shrugged. "This is just a dream," she said, trying to reassure herself.

"It is not. This is your inner world, woman. I am using my bankai to see into your soul."

"See...into my soul?" she repeated, feeling a sudden chill run through her. Ulquiorra's eyes seemed to blaze like emerald fire.

"The sense of sight is a powerful tool. Aizen-sama understood this, as did his blind Shinigami associate, Toussen. Zommari himself used sight as a conduit for his amor attack. My own strength lies in observation. I watch someone until I know exactly how they think, and can predict every move they make. Then I am able to use my abilities to enter their mind, as I am doing with you now. I am not truly here, and yet-" The Espada threw back his arm and slapped her across the face. Orihime pressed her hand against her cheek in surprise, too stunned to cry out.

"That was nothing compared to what you deserve," seethed the Espada through gritted teeth.

"No, this is a dream," Orihime repeated firmly. "Ulquiorra would never have done what you just did."

"Is that what you believe? Because I have a heart? Because I have feelings for you?" he asked mockingly. "Well then, I suppose you have done me a favor."

"I never did anything to you!" she protested, clenching the hands at her sides into fists.

Ulquiorra closed his eyes, his face slowly contorting into a grimace of pain. "You hurt me, woman. More than you can imagine. More than perhaps you intended. Nevertheless, when you refused to acknowledge my feelings for you, it forced me to reexamine myself. I realized how great a weakness the human heart could be, and I promised never to leave myself that vulnerable again. I utterly rejected that part of my soul, and in the process, I was able to reach my inner hollow."

Orihime shook her head in denial. "I...I didn't-"

"Do you remember what the Vizard said? To become a hollow, you need to destroy the part of you that is directly connected to your soul chain. It seems, woman, that you helped me destroy just the right piece." So saying, he brought a hand up to his face and swept it downward, revealing a bone white mask underneath.

Orihime recognized the markings on the mask. The tear lines streaking down his face were the same he once wore as an arrancar. The black dots beside the hollow sockets stood out like small eyebrows. But inside those sockets were two eyes that now shone golden instead of emerald green.

"I would have shared my life with you, Orihime." Ulquiorra's voice sounded distorted behind the leering grin of the hollow mask. "But now I see that you are unworthy."

His hand shot forward and pierced through her body like a spear. She gasped and crumpled onto her knees, dislodging the hand, which dripped heavily with her blood. Orihime stared at him with a puzzled look as she fell backwards--landing not on a bed of flowers, but on a mound of sand.

She was back in Hueco Mundo. She rolled her head to the side and saw Nnoitra's unmoving face next to hers, staring up at the sky with a glazed, dead eye. She scrambled backwards to get away from him, noticing the red stain at his side where something had torn a hole through his robes. She looked down at her own clothes, half-expecting a similar stain of blood, but they were whole and clean.

What, then, had happened? Was Ulquiorra attacking in both the real world and inside her mind? Was she alive and Nnoitra dead only because Ulquiorra's strike towards him had been real, while hers had been an illusion? Or had Nnoitra tried to protect her, using his body as a shield and taking the blow meant for her?

No, that didn't sound like something he would do. Someone else must have saved her.

She glanced up as she caught motion at the edge of her vision. Ulquiorra was indeed there, his face hidden behind the hollow skull. His attention was focused on Neliel, who had changed to her centaur form and now menaced him with her lance. He struck his zanpakuto against it, launching angry green sparks into the air.

"Run Orihime-chan!" urged Nel. "I'll keep him busy."

The Vizard turned his yellow eyes on Orihime, and she thought she could again feel him trying to claw his way back into her head. She forced her eyes away from his and braced herself to run.

Ulquiorra was suddenly standing there, blocking her path. "I despise cowards," he growled, pointing his sword at her. "You will wait here for me to finish, woman. If you try to run, I will kill you here and now, as I did him," he said, jerking his head towards Nnoitra. "I won't be long." Orihime nodded weakly, and Ulquiorra reappeared beside Nel.

The female arrancar narrowed her eyes at him. "Clearly you aren't taking this fight seriously. I guess I'll have to change your mind."

Her opponent snorted in amusement. "You may have outranked me once, Tercera Espada, but I have far surpassed you and the others." So saying, he grabbed hold of her lance--seemingly ignoring the powerful discharge running through it--and snapped it in half. Before the startled centaur could move, he had picked up the pointed end and rammed it through her body.

Neliel and Orihime both screamed. Nel reverted instantly to her human form and fell limply to the ground. Orihime was about to run to her side, but froze when she saw Ulquiorra turn his head towards her.

"I will now bring you back with me to Lord Aizen," he told her, sheathing his blade.

Aizen? No, he was dead, she thought in a panic, trying to reassure herself. He must be! His throne room was destroyed!

"But...but he's gone," she managed to choke out, watching with dread as Ulquiorra slowly approached her.

"Don't be a fool. One such as Lord Aizen can never die. He has power over both worlds of the living and the dead."

"Maybe Aizen can't die," said a brash young voice. "But I'm pretty sure you still can, Espada."

Ulquiorra was blasted across the dunes, his body leaving deep grooves in the sand. Before he could struggle to his feet, an orange-haired youth appeared in the air above him, diving down at tremendous speed with his black zanpakuto held in front. Ulquiorra rolled aside just as he was about to be impaled, but he couldn't save himself from being buried under the waves of sand dislodged by the impact.

Orihime didn't dare hope that this was truly a rescue. When she had reached Las Noches and heard that Aizen was gone, she had relaxed her guard--only to have Grimmjow and then Nnoitra attack her. When Neliel had spirited them away, Orihime let herself think she was safe...only to have Ulquiorra appear. Now this stranger had arrived in time to save her, but could she really trust him? He looked so familiar...

Ichigo, her memories whispered. This is Ichigo. The one you used to love.

Ichigo! Suddenly memories of him came flooding back to her. As she once again realized how important he was to her, she was filled with such light and warmth that she could have sworn that her soul was whole again. She nearly laughed, surprised that she could still do it without being able to feel joy.

She rushed to join him, ignoring Ulquiorra's command to stay still. She was about to shout out Ichigo's name, when she heard him call out to her first.

"Inoue! Are you alright?"

"Ich-...Kurosaki-kun," she answered, faltering a moment as she quickly adjusted to a more formal address. "I'm okay."

"Good. Please do me a favor and heal Nel--that bastard hurt her pretty bad. In the meantime I'll make sure this guy doesn't give us any more trouble, and then I'll take you home."

Orihime struggled to find a way to tell him that she couldn't; that she had lost her healing power. But Ichigo seemed confident that she would carry out his request, and was no longer paying any attention to her anyway. Rather, he was completely focused on parrying Ulquiorra's deadly slashes, as the latter arose from the sand and repeatedly lunged at him with his blade.

"The woman won't be able to help you," Ulquiorra snorted in disdain. "She has lost her power to alter history. Now she is useless."

Hearing her own fears voiced aloud made Orihime tremble, yet she was grateful that her heart was too numb to feel shame. She looked worriedly at Ichigo, wondering if he would think less of her, but he rose instantly to her defense.

"What do powers have to do with anything?" the youth angrily replied. "Inoue's my friend. But I guess you wouldn't understand that, seeing as you've never cared for anyone but that scumbag Aizen."

Ulquiorra's voice once again grew distorted, and Orihime could feel the waves of fury radiating off of him. "You know nothing about me, and I will not tolerate you mocking lord Aizen."

"Give it a rest," drawled Ichigo, sounding annoyed. "Aizen is gone. Most of the suped up powers he got from the hougyoku--which broke, by the way--were lost after making the Key. He then used his illusions to get the hell out of there before any of us could kick his ass. So I wouldn't rag on Inoue if I were you. Your mighty Aizen is probably filling some weakling hollow's belly by now."

Ulquiorra roared as he unleashed cero after cero, filling the night sky with angry green streaks of light. Orihime kept her body flattened against the sand, although none of the attacks appeared to be aimed at her. Ichigo wore a look of concentration, but seemed to have no difficulty dodging them. He fired a few blasts of his own from the shaft of his zanpakuto, but Ulquiorra escaped with similar ease.

"I will show you no mercy this time, Shinigami."

"Good, because I was getting a little bored with this fight," said the boy cockily. "For starters, I'm no mere Shinigami." With a wave of his hand, a skull-shaped mask appeared over Ichigo's face. The yellow eyes glowing from its sockets regarded Ulquiorra with a look of amusement. "Now, let's crank it up a notch!"

The two combatants moved at such speeds that Orihime could no longer follow them with her eyes. Only the immense pressure of their released reiatsu disclosed a general sense of their position and condition. At first both seemed equally matched, although Ichigo's spiritual energy fluctuated so wildly that at times Orihime feared he had been critically wounded. When they finally broke apart, Orihime saw that Ichigo was panting in exhaustion. By contrast, Ulquiorra was not the least bit out of breath, and held his zanpakuto point-down casually before him, as if courteously waiting until his opponent was ready to resume. Both had been bloodied, but Orihime couldn't tell from that distance just how badly they were hurt.

"You aren't fooling anyone, you know," said the Espada dryly. "Your flippant remarks are your pitiful attempt at masking your fear, because you realize that you are outmatched. You only beat me once before with the aid of that traitor, Grimmjow, and here you are alone. To make matters worse for you, my powers have grown since last we met, while yours are about to fade."

So saying, Orihime heard several loud snaps as pieces of Ichigo's hollow mask began breaking off and falling to the ground. She could feel his power level rapidly dropping. Instinctively, she rushed towards him in an effort to protect him.

"You refuse to surrender to your hollow, making you an imperfect hybrid," observed Ulquiorra. "I, on the other hand, have achieved perfect balance, and can maintain my hollow mask indefinitely."

Before Orihime could reach them, Ulquiorra had grabbed Ichigo by the throat, and forced them to lock gazes. "I believe I promised to you show you no mercy," he hissed.

"Don't look into his eyes!" she called out in warning, but it was too late. Ichigo stopped struggling and dangled loosely, his body supported only by Ulquiorra's grip. The Espada suddenly raised his sword.

Orihime reached deeply into herself, willing her legs to run faster. She could not afford to doubt; she had to believe that she was capable of making it there in time. She had witnessed shunpo and sonido many times by now, always being dragged along or carried. But now she would do it on her own. She would save-

Ulquiorra thrust his sword deeply into Ichigo's chest, then with a sadistic laugh, pulled it out and stabbed him again several more times. Blood gushed out from Ichigo's wounds, forming a crimson pool at his feet. Orihime could hear the crack of Ichigo's ribs being splintered from the blows, and could hear him wheezing as the weapon pierced his lungs. She was running her hardest, but it was the speed a normal human would run. She was at her limit, and it still wasn't enough.

She pulled out Yammy's sword, hoping she could somehow reach out to it again, but it was nothing but dead weight in her hands. With no other recourse, she summoned her shield over Ichigo's body. She had almost reached them when Ulquiorra finally succeeded in shattering the barrier. He then took notice of her, and met her startled eyes with his.