Don't own Bleach. Thanks for the reviews.

Utsumi and Yoruichi made it back to the shop before breakfast was served and were thankful as they were both starving. Yoruichi had a large glass of milk and cereal. Utsumi just had cereal. They had a peaceful breakfast without Kisuke or Tessai to make some ungodly racket. Yoruichi ate in silence casting furtive glances towards her breakfast companion. She'd been trying to understand him from the moment she brought him back to the shop the first time. Why would he disregard his place in the Soul Society for something isn't any of his business. Why does he care about this, it doesn't effect him.

Utsumi can feel her gaze every so often, he wonders what she's thinking. How stupid I am for getting involved in this mess probably. He wished he didn't have to but his damned sense of justice and right and wrong took over, if he stayed longer he would have gotten himself in trouble or worse, killed, so he ran away, against the wishes of his Zanpakuto and his captain. Captain Kyoraku noticed after the event that he seemed troubled and pulled him aside to talk to him. Utsumi just said he'd be fine but soon after that, Utsumi left. If he get's through this, he'll apologize to his Captain.

Yoruichi had enough of the silence and asked, "Why are you doing this? I get that it was Central 46's decision, but why you exactly? Why not someone else?" She looked at him after her barrage of questions.

He looked down at the wooden table before thinking of an answer before responding, "Have you been to Kusajishi?" He asked seeing her shake her head he continued, "Well it's not the friendliest or equal place in the Rukongai. There were so many people taking advantage of the weak and nothing would get done about it. I helped out as best I could, I'm not the biggest guy and got my ass kicked most of the time. They thanked me for trying to help but what is trying without succeeding? It's failing. I failed all of them. I couldn't help them. I'm stronger now. I'm training to become stronger so I won't fail anyone that way ever again, be it human souls or the wrongly judged, I won't allow myself to fail. I will die first."

Yoruichi had heard stories about the different districts in the Rukongai and how the ones further away from the center become more unruly and unlawful. Kusajishi was district 79 in North Rukongai which means it is about as far north as north gets. The troubling stories that Yoruichi has heard about the Kusajishi district are disturbing, open gang wars, violence against each other. It's a mess. "What was it like? Growing up in Kusajishi I mean." She said looking at the man.

He looked down at the table thinking about the good and bad times he had growing up. "Well like most, I wasn't with my real family. I was with an old woman who everyone called Old Lady Kameyo." He smiled slightly remembering her. "She raised me. She worked hard to provide food for me and her, even the she skimmed her own food portions for me to have extra. She was my best friend. My only friend. We lived in a tiny shack, it was a squeeze as I got older but we made do. One night she was taking a walk, as she liked to do, she was killed by a local gang. Unprovoked, all because she was out at night. I worked with this man who helped around the village with repairs for a while. I was walking home one night when there were three boys playing Shinigami using sticks as swords, when a group of grown men, drunk as could be grabbed their sticks and hit the young boys with it. I walked up and told them to leave." He paused, laying down next to the table and linking his hands behind his head.

Yoruichi was intrigued by his story seeing the look in his eyes and his smile as he talks about Old Lady Kameyo. He clearly loved and admired the old woman, she had clearly raised a brilliant young man. Yoruichi had to admire the woman, from the short time she has known Utsumi, she could tell the old woman had instilled a set of values into the man, not a lot of Shinigami have those values and only do their duty. Utsumi has questioned the decisions and chosen to go against them much like she did. "What happened next?" She asked the now laying Shinigami.

Utsumi sighed and stared at the ceiling, "What do you think happened? I got my ass kicked. I was smaller, skinnier and less experienced. I swung recklessly. Luckily, the boys ran to get help. I was taken in by a man who healed me up. I was alone, in a village of gangs and criminals. I tried to help as best I could. The failures outweighed the success. The villagers were thankful for my efforts and some of them offered to heal me up. I spotted by a Shinigami who took me away to the academy. I was alone in a place I didn't know. I graduated, joined Squad 8, got to know my squad mates and now I'm here alone again." he said exhaling.

Yoruichi got up and sat next to by his side and reached for his hand. It took a moment before he realized what she was doing and gave her his hand. He sat up to face her as she spoke, "You have me." she said looking into his eyes. They look at bluer with stubborn tears refusing to fall. She squeezed his hand as he let the tears fall. For the first time she looks at him and he looks a lot younger that what she thought. Maybe it was the fact he was crying but he seemed almost like a lost child. "You have Kisuke and Tessai." She said. Although she thought for how much longer though? They had agreed that they will train him until he is ready. What happens after that? Do they just let him go by himself. Alone that was what he hates. He's spent enough time alone. She pulled him for a hug and he rested his head on her shoulder as he lets the tears fall unabashedly. She runs her hand through his light brown locks.

Urahara and Tessai come in laughing with one another and startle to the pair at the table. Yoruichi felt Utsumi stiffen and move away scrubbing his face clear of tears. Yoruichi glared at the two newcomers, she felt that Utsumi could use some more time to vent. "Kisuke, I'm going to teach our guest shunpo today, you and Tessai can go out and do whatever it is you guys do." She said the determined look on her face left no room for arguement.

Urahara and Tessai just nodded before Urahara spoke up, "As you say Princess." he said with a slight bow. The groan from Yoruichi made the man's grin even wider.

Yoruichi stood up and approached Urahara, "Call me Princess one more time and I promise you, it'll be the last thing you say." she said Reiatsu rising dangerously quickly. Urahara was picked up by the hulking Tessai and carried from the room, presumably to grab breakfast and leave.

Yoruichi smirked at her best friend's antics. People questioned her friendship with Kisuke Urahara, this was why she was friends with him. He made her laugh. "If you're finished with breakfast, let's get downstairs." Utsumi just nodded and followed her lead.