Took longer than I expected, but here it is XD Another EllyLeo (cause I'm obsessed with them XD) with a slightly different Plot. Of course a whole lot of other pairings can come in too (though it probably wont end up as an AllxLeo cause I don't think that works ^^; ).

This is My FIRST Pandora Hearts AU Fic. I wonder how Ouran will take it ;D

DISCLAIMER: I DO NOT OWN PANDORA HEARTS NOR OHSHC!

This fic is purely for fun. XD I hope you enjoy!

"This school has like… what, four libraries? And yet it's such a chore finding a place quiet enough to read" the irate noirette muttered under his breath as he marched his way up the grand staircase. "If you're not going to study then just go home or do your whole chit chat someplace else, Reading Rooms are supposed to be for reading. Sheesh, these rich kids just do whatever they want, what do they even come to school for anyway?" An exasperated sigh escaped pale lips as their owner crossed the hallway, headed hopefully towards a quieter area where he would be able to study in peace.

Pandora Academy, the most prestigious school in the whole country, an institute designed for the highest class of society, offering only the best of education, facilities and faculties, the place where young Nobles of all status are sent to and nurtured to better suit their future titles.

Leo Baskerville never thought that the place could be so damn irritating. 'But I have no choice. They actually offer allowance to scholars here, and I can't burden Fianna anymore than I already have' he sighed yet again.

Halting before a seemingly abandoned room at the very end of the western corridor, unseen eyes hidden behind thick round eye-glasses inspected the sign above. 'A music room? I wonder if there's a piano inside…' the noirette contemplated as he slowly opened the door, clutching his school books tightly with his other arm.

An unexpected gust of wind came his way, causing his unruly hair to float backwards as he stared into the wide room. (where did the wind and the rose petals come from anyway?)

"Welcome" a chorus was heard.

What lay beyond those double doors was something he never would have expected.

~_~_~_~_~_~_~_~_~_~_~_*o*Pandora Hearts Academy Host Club*o*_~_~_~_~_~_~_~_~_~_~

"What the—It's a Guy?"

Leo gaped as he stepped inside, taking in the inhabitants of the particularly plain, but elegant room. Six People, all male, of varying ages, wearing the Pandora Academy High School uniforms, and undeniably very handsome in their own way. He gulped, vaguely wondering about what he had just gotten himself into.

"Don't be rude you two, he is still an important guest" a brunette spoke from his seat in front of a laptop on one of the tables in the room, pushing his glasses up by the side of their frames as he stood up.

"Hohoho. My, we have such a rare customer today don't we?" a man standing to the left of the group stated playfully, unwrapping a lollipop. He had blood red eyes it seems, but his snow white hair was covering the whole left side of his face for some reason.

"Hmm… If I'm not mistaken, this person is in your class, right Elly?" the long blond haired teen standing next to the white haired man asked. (Leo noted the unusual colors of his mismatched Gold ad Red eyes, they give off a really eerie feel)

A boy about his age to the right of the group perked to attention, probably the one that the blond addressed. "Well, he is, but he sits at the very back and is always so distant from the rest of the class that I hardly even know if he's there" he stated.

"Hee, but you seem to know a lot about him don't you Elly?" the white haired man teased, prodding the boy on the cheeks.

"HOW?" the boy snapped in return, shoving the hands away quite rashly.

At this reaction, Reo found that he did recognize him as the light brunette with anger issues that sat only a couple of rows in front of him in the classroom. (Wait… isn't that the guy he was supposed to be paired up with him for an assignment due next week?)

"Well anyways, Welcome to Pandora Hearts Academy Host Club, Rare Scholarship Student Leo Baskerville. This is your first time here isn't it?" the blond boy with emerald green eyes sitting upon a 'throne' at the center of the group stated, bringing the noirette back from his thoughts. The blond smiled and stood up, giving a respectful bow which Reo found himself returning, just in order to be polite.

"… Uhm, how did you know my name?" the noirette asked finally, somehow becoming more than uncomfortable with the fact that the nob on the door behind him doesn't seem to be working, leaving him trapped inside the four walls with these strange beautiful people.

"As you might have already known" it was the brunette with the glasses who replied first. "This academy is the most prestigious school in the state. Because it was built mostly to educate the nobility, and not to mention the fact that the requirements to attain the scholarship program is quite high, and thus making it very rare for a commoner to actually be accepted into this school, it is not unpredictable for news to quickly circulate" he explained, standing beside the white haired man who then started teasing him for being 'so serious', which he was able to ignore.

Giving up, the white haired man turned his attention back to him. "In other words, you must be quite the exceptional student Leo-kun" he added, sucking on the lollipop. "By the way, please excuse us for our rudeness. My name is Xerxes Break, a Senior. The overly serious guy with the glasses over here is Mister Liam Lunnettes. A classmate and friend of mine" he introduced. Reo nodded in acknowledgement.

Break continued on presenting them one by one. The blond boy at the center was Oz Vessalius, a second year student (Leo had to double check on that because he could swear the boy looked no older than 15) the 'Sewer Rat' (the albino's words, not his) that had the mismatched eyes was Vincent Nightray, also a second year, and the noirette standing behind Oz was named Gilbert Nightray, a third year student (Leo only just noticed him, he's been silent the whole time).

Leo strangely noted how the white haired man seemed to have neglected introducing the youngest of the group.

Apparently, the light brunette noticed this as well, along with the fact that everyone was now staring at him… "What?" he asked crossly, eyebrow twitching. His upperclassmen only smiled at him brightly, and the twitching doubled. "Fine" he mumbled, turning towards Leo. "As you probably already know since we're in the same class, I'm a first year student. Elliot Nightray's the name" he stated irritably, glaring daggers at his upperclassmen. (coughbulliescough)

Leo felt a slight tug on his lips as he tried to contain a snigger at the guy's attitude, causing him to tighten his hold on his books.

"Enough with the introductions, I never would have expected that the transfer student was gay!" a new voice resounded through the air, and the noirette nearly had a heart attack when he found out it came from a… strange… doll sitting on Break's shoulder.

"Gay?" Leo thought aloud, head tilting ever so slightly to the side. "Wha—" he began to say as he was suddenly pulled into a waltz like position by the albino male.

"Now now, Emily, don't be so rude" the Albino lectured to his… doll… (which just creepily laughed back… O_O) "So, who would you prefer for today dearest customer?" he asked mischievously as he spun the petite noirette around, cupping his chin. "Hoo…"

Warning Sirens suddenly flared up inside Leo's mind at the sudden contact and he instinctively shoved the white haired man away. He was able to do this easily enough, but the force caused him to tumble in the opposite direction. 'Uh oh…'

"W-Watch Out!"

CRASH

"Sheesh, are you clumsy or what? Now look what you did" Reo opened his eyes, noticing something very peculiar. Elliot was standing by his side, slate blue eyes glaring down at him. But that wasn't what caught his attention; it was the broken pieces of quite an intricate vase that sprawled ominously about his general area that did.

"Oh no… I-I didn't…" panic and dread started to wash over him now "T-That vase…"

"T-T-T-That was an original Rune Vase worth two million euros imported all the way from China! This is not good…" came a slightly panicked cry from Gilbert.

Apparently, someone just had to rub salt over the wound. Leo felt his blood run cold. "T-t-two million euros… t-that's…. A-About pa-paying—"

"Can you now, commoner? You don't even have the money to buy a proper uniform" Vincent cut off from his perch on one of the sofas, an eerie glint shining within his mismatched eyes.

"And what's with that trash you're wearing anyway?" 'Emily' asked before she was shoved aside by the white haired male who was now dusting off his clothes.

Leo gulped, becoming only a little more conscious of his gray sweatshirt and worn black slacks. Apparently, the blond was not mistaken… He only had enough money to support his daily needs, and Pandora academy forbids students to take part time jobs. There was no possible way he'd be able to pay it off…

The noirette was suddenly pulled back from his miserable thoughts, literally, when he felt a less than gentle yank at the back of his shirt via Elliot's right hand, successfully pulling him up onto his feet. "Huh? You're lighter than I thought" he heard the brunette mumble from behind, making sure that he was steady before letting go of his collar. Leo mumbled a small thank you, but it seems that Elliot's attention was now directed elsewhere.

"So what do we do now?" the light brunette asked aloud, hands tucked in his pockets. The rest of the group looked thoughtful.

"What do you propose we do, Oz?" Gilbert voiced the question and everyone stared at the blond haired boy.

Oz Vessalius gained a thoughtful expression on his youthful face before a smirk tugged his lips, his legs crossing. "I suppose we have no choice. When in Rome, do as the romans do; the saying goes. So if you can't pay with money, then you must have to work it off. In other words, from now on, you are to be the Host Club's personal servant" he announced.

'W-What? But I'm… not fit to serve….'

"You may run away if you wish" Break approached him yet again, Leo took a weary step back. "But I'm afraid that if you do so, you won't be handled so gently. Pandora's guards can be quite the reliable staff. Do you have your passport?" he continued, eyes glinting with unhidden mischief.

The noirette gulped, feeling more and more dreadful by the second.

"You heard him. So now you're the Host Clubs retainer, you do know how to do the chores and whatever right? Just be sure not to break any more important stuff" Elliot spoke from beside him, but the noirette just stared lifelessly onward, his glasses slightly ajar.

"Good luck Leo-kun" he heard two jovial voices (obviously coming from Break and Vincent) chorus.

'Well, this surely is a huge turnabout in my 16 years of pointless life…' the poor teen passed out.

btw... as you can probably see, I'm following OHSHC's plotline (but I swear to you it will never be able to follow the plot exactly because of the MAJOR differences and all) HOWEVER I'm quite sure you know what happens to the main character... I hope I don't get any flames when that particular chapter with that particular development comes to light. :(

Anyways...! Please leave a review! Reviews charges my Writing Machine *SHOT* XP

XD