Chapter 3- Sleepwalker

Ulquiorra listened attentively to his Philosophy professor's voice, jotting down notes after every few words. He always found that time seemed to go by the fastest during this class as opposed to his other required classes. Setting his pencil aside, he allowed himself a moment's reprieve, leaning back against the wooden chair.

Glancing to his right he could see a few students were asleep, pushing their backpacks onto the tables to hide their snoring faces. Too bad backpacks didn't cancel out sound… in the dome-shaped room every sound seemed to echo, causing the few snoring youths to be quite distracting.

A student a few rows away woke up with a start, causing all nearby students in the auditorium-styled classroom to let out peals of laughter. The elderly professor ambled up the steps towards the outburst, a deep frown on his aged features. Ulquiorra merely sighed, propping up his head with his palm, dark eyebrows furrowed in annoyance. He especially hated when the professor had to stop the lesson to chastise other misbehaving students. Philosophy class was the only time he could consider himself 'happy,' and every moment that was wasted on knuckle-headed frat boys who took the class thinking it would be easy was less time the pale man had to learn.

Unsurprisingly, a slight skirmish had broken out as the once sleeping student snarled dangerously at his friend. "What the hell, man? I told you to wake me up if I fell asleep!"

The boy gave a nonchalant shrug. "Not my problem you were up all night at that stupid party. I told you it was a shitty idea."

"Why, you…!" He started, knuckles clenching into fists. It was apparent that the youth wasn't entirely sober as he pushed away the frail-looking professor, causing him to fall to the carpeted floor with a cry.

All the other students either cheered or looked away as the rowdy man grabbed his 'friend' by the collar of his shirt, other clenched hand poised at his face. "How 'bout I show you a 'shitty idea?'" He goaded, giving a lopsided smirk.

Immediately, Ulquiorra stood, brushing past a few surprised students (he had rarely spoken a word during class and kept generally to himself) before stopping in front of the professor. He ignored the two bickering youths to reach a hand to the professor, frowning.

"Are you alright?"

The white-haired man nodded, grabbing his hand. Once Ulquiorra pulled the elderly man to his feet he allowed him to lean on his lithe frame until he regained his footing.

"Thank you, Cifer-san." He said weakly, still shaken by the entire incident. He hadn't expected the reclusive dark-haired monochromatic to help him, given that the boy never seemed to show an interest in anything other than, well, philosophy. But the professor knew the boy's name, of course; he was a star pupil, always turning in his assignments on time and writing relatively perfect essays. Really, his only problem was his attitude, which ranged from calm to annoyed, with very little emotion in between. Still, there was an anger in his emerald orbs that seemed so uncharacteristic of the usually silent, brooding man. It was almost terrifying.

"Ulquiorra… san?" He questioned, watching as the boy turned to the delinquent. The youth who had caused the outburst stopped mid-punch, dropping his victim the moment he recognized Ulquiorra.

"Oh, it's you! The freak who can't see color! What're you doing out of your chair? Don't you need a stupid dog or something to walk around?" He sneered, cracking his knuckles.

Ulquiorra's eyes narrowed marginally, fingers curled into fists at his side. "You are misinformed, trash. Not that I expected any different. I suggest you leave now, while you can still carry some semblance of dignity."

A chorus of "Oh's!" followed, but the dark-haired man paid them no mind. Instead, he focused on the idiot in front of him who had decided to throw the first swing, aiming straight for his face. Ulquiorra quickly ducked, fluidly moving to the side and throwing a kick right in the boy's abdomen. The youth skidded back, clutching painfully at his stomach.

"I'll kill you!" He snarled, using his momentum to throw himself at the monochromatic. Unable to dodge the attack, Ulquiorra fell backwards, hitting his head on one of the carpeted steps. Ears buzzing, he just rolled out of the way of another punch, pressing his legs upward. One leg made contact with the student's chin as he let out a startled cry, stumbling back.

Blood pooled from his lips as he charged again, fingers extended in an attempt to attack Ulquiorra's eyes. Swiftly, he dodged again, grasping the youth by his throat. Green met blue as he glared dangerously at the boy, a few memories he had been trying to suppress suddenly flooding his consciousness.

"Monster! How could you? He's your father?"

Eyes opaque, the pale, gangly youth unconsciously squeezed harder against the boy's windpipe. He continued to squeeze as memories played in his mind, not hearing the frantic cries of his peers. The delinquent's lips were turning blue by the time the elderly professor courageously put his hand on Ulquiorra's shoulder.

"Cifer-san, it's alright. You can let go." He said softly, praying silently in his head that it would cause the youth to let go of the nearly unconscious man.

The words appeared to have done their intended effect as the man recoiled, dropping the boy instantly. He stared in confusion at his own hand, peridot eyes glazed over with… fear.

"I… apologize." He muttered under his breath, stalking away from the students. The group immediately allowed the monochromatic passage, each whispering at his departing figure. Silently, Ulquiorra brooded in his head.

I lost myself again. These emotions really are useless…

"Yo, Ulqui! You're becoming insanely popular! I heard all about what you did in philosophy class! Man, I knew you could fight, but you nearly killed that guy with your bare hands!"

Much to his displeasure, Ulquiorra had been spotted by Grimmjow not long after the incident. He had just stepped out of the university's office when the blue-haired man was walking down the hall. Needless to say, he was nagging him to no end.

"So, are you expelled? God, would that be funny!"

Ulquiorra frowned. "No. I was given a warning. The other boy, on the other hand, was expelled."

Grimmjow's eyes widened comically. "Are you fucking serious? You nearly killed him! What, do you have the administrators wrapped around your finger or some shit?"

He sighed. "It was my professor. He has been teaching at Espada University for many years and insisted on my behalf. I am not without my own punishment, however. If another incident like this happens again I will lose my scholarship and most likely be expelled."

"That's still a load of shit if you ask me…" Grimmjow muttered, turning to go his separate way.

"I didn't." Ulquiorra replied coolly, not looking back at his ex-roommate. He had no time for the blue-haired man's games. Still… as he paced down the hall he couldn't help but stare at his palm. He wouldn't let himself indulge in emotional outbursts again. His 'feelings' were nothing but trouble, a burden that only further complicated his problems.

"How useless…" He observed, bringing his arm back to his side.

The jingle of a doorknob woke the orange-haired girl from her sleep. Sheepishly, she put the blanket on the back of the couch just as Ulquiorra walked in. She flashed him a smile, only to pause at the man's blank expression. She thought that he was opening up to her, at least a little, when they found Cero, but now… he seemed like a walking skeleton.

Quickly, she stood up, fidgeting with her hands nervously. "So, how was your day?" She started, noticing the darkening of his eyes at her words.

"…Inadequate." He mumbled out, stepping past the ginger-haired girl. He slipped into his room without another word, closing the door uncharacteristically loudly behind him. Orihime flinched at the noise, noticing that the few picture frames that she had hung around swayed slightly from the impact.

"Ulquiorra-kun…" She said softly, torn between knocking on his door and hiding in her own room. The girl had spent most of her day off from work and school sketching, a few of her scraps of art scattered on the coffee table. Orihime had only stepped out for lunch and now wondered worriedly if something had happened to Ulquiorra. While it wasn't unlike him to be cold, there was an emptiness to his eyes that frightened her. It wasn't an expression that belonged on a human.

Deciding against interrupting Ulquiorra, the silver-eyed girl went back to sleeping on the couch.

Ulquiorra woke as a few pesky rays of light sneaked in through his heavy drapery. Turning to his side, he buried further under the covers to hide himself from the sunlight, Suddenly, his nose was tickled by the scent of sunflowers and lilac, causing the man to open his eyes instantly.

Peeking under the dark covers he realized why exactly he felt particularly warm; curled at his side was Orihime, a sweet smile spread across her face. Her hair haloed around her as she slept, totally unaware of the confused occupant beside her. The youth recoiled immediately, as if burned when the girl unconsciously burrowed against his abdomen, trailing an arm around him.

For a moment he debated on whether to wake her or not, but realized he needed an explanation. Immediately.

"Woman, wake up." He tried, shaking her shoulders. Bleary-eyed, Orihime let out a yawn, still half-asleep.

"Hmm? Rukia? Is that you?" She mumbled, sitting up. Once her vision cleared and she realized where she was and who she was with, she let out a cry. Nearly tumbling out of the bed, Orihime hid under the covers, face red with embarrassment.

Ulquiorra sighed, already feeling a headache forming. It was much too early to be dealing with this woman's… eccentricities.

"Why are you in my bed?" He deadpanned, expression blank.

The orange-haired girl stuttered out a frantic reply, scrambling to remove herself from the sheets. "I-I'm so sorry, Ulquiorra-kun! I probably should have mentioned this before, but I sometimes sleepwalk. I never ended up in Rukia's bed though…" She trailed off, cheeks flushed pink.

The dark-haired man absorbed her words before also removing himself from the bed. Orihime turned away at the sight of his bare chest, thankful that the man at least wore pants to bed.

Oh my god, I can't believe that actually happened!

He walked to the door, holding it open. "…It is alright. I will just lock my door at night."

"O-okay! I'll go cook breakfast!" She offered, nearly tripping out the door. Ulquiorra sighed again, shutting the door behind her to change.

Arriving at the small kitchen table a few minutes later, he took his seat across from her, mumbling out a thanks before digging into his food. Orihime poked awkwardly at her food, taking a few hesitant glances at her roommate. He didn't seem angry, but then again, it was hard to read his emotions in general. After the fifteenth time the girl made eye-contact with him only to duck down to look at her plate, Ulquiorra set his fork aside.

"…What?" He finally questioned.

"A-ah, it's nothing. I just…" She trailed off, curling a finger nervously through her orange locks. "Are you mad at me? I didn't mean to invade your personal space and—"

He raised a hand. "Enough. You talk too much. I hold no grudge against you."

Relieved, Orihime decided that his answer was a cue to start her actual mindless chatter, wanting desperately to change the subject. She talked of her art projects and random things she saw on TV while the man nodded every few lines of dialogue, drinking his coffee silently.

"Oh, I also had a weird dream last night! You were in it! You had like an animal skull on the side of your face and you kept calling everyone trash. You were really cool and carried around a sword! And you only wore white!" She added, taking a bite of her food.

"Interesting." He replied blankly in turn, taking another sip of his coffee. Really, this woman had such a vivid imagination. Still… it wasn't necessarily a bad thing. Her words made it easier for him to block out the painful memories of his past. And for that, he was truly grateful

A/N: Hey look, there's a plot XD I'm so sorry guys for the lack of updates! To be honest, I got writer-blocked pretty hard; I have a plan drawn out for where this story will go, it's just getting there that's the problem. Hopefully I won't hit another brick wall as far as pacing, but once again, I do apologize for the delay ^^' I hope there was enough Ulquiorra angst/ UlquiHime fluff to appease you guys :P As usual, I appreciate all the reviews/follows/favorites as they are a great motivator to update, after all! Anyway, I'll see you guys in Chapter 4, where we finally have Grimmjow's going away party!

Review?

-Isis