Okay, i just came up with a thought while i was driving home last week. What would happen if a Shinigami used an Arrancar's Zanpakutou? Time to find out! First story I've made for Bleach.

Disclaimer: I don't own Bleach, so all you lawyers can bite me!

Hueco Mundo. The dimension of the Hollows. An endless desert of swirling white sands inhabited by creatures of death and destruction. Above those swirling sands, two figures floated, concluding a battle that would be forever etched into the minds of the two onlookers. While both figures carried many wounds and injuries alike, the two of them couldn't be more different.

The first of these figures was mostly human, his most noticeable feature being his auburn hair and piercing brown eyes. The small piece of a skeletal mask hung on his face, while the black Shinigami robe clung to his form, matted in blood and filled with holes, the long black Zanpakutou he wielded sticking deep within the chest of his opponent.

His opponent, while having a human face, had the form of a feline. Long, light blue hair flowed down his back, sitting behind feline ears. His body was long, lithe and powerful, with a long, strong tail, sharp black claws growing from his fingertips, and a large hole set within his torso. His face was angular and strong, with long pointed teeth and cool teal colored eyes.

As the blood poured from their wounds, the third battle between Kurosaki Ichigo and Grimmjow Jeagerjaquez finally came to an end. As he glared at Ichigo's bloody form, the only thing that escaped Grimmjow's mouth was a strained "Damn… it…" With that, he fell back off of Tensa Zangetsu. He would have fallen to the sands below, if Ichigo hadn't caught him by a paw.

With a solemn, and somewhat saddened, look on his face, Ichigo placed Grimmjow on the white sands, before he flew back and landed on the broken pillar on which Inoue Orihime and the young Arrancar known as Nell stood.

Orihime looked at Ichigo with scared eyes, until Ichigo spoke.

"Are… are you… all right… Inoue?" he asked in a tired, panting voice.

Orihime stared at him, the relief evident in her eyes. 'Thank Kami, Kurosaki-kun's the same as always…' "Yes… Thank you." was all she said, her head lowering to the ground.

Ichigo looked at her with tired eyes and a small smile, before Nell threw herself into his chest with a shout. "Ichigo!"

The two of them flew backwards a good fifty feet before coming to a stop in midair. Ichigo was just a little peeved. "You… You idiot! What are you doing? You knocked me into midair! If I fell from here, I'd die, you know!"

"Nel'th tho glad," Nell mumbled in her cute as a button voice. "Nell'th tho glad… that Ichigo didn't die…"

At her words, Ichigo couldn't help but smile. He laid a hand on her head and said, "Yeah… Thanks Nell." He turned to Orihime. "You too Inoue. I'm glad you're not hurt."

Orihime went from looking sad to her normal old self in a matter of seconds. She laughed nervously and said, "Well, you know! I'm just a naturally sturdy person! Ever since I was small, I didn't really get colds and stuff…"

She let out a surprised yelp as Ichigo picked her up and put her over his shoulder. "H-hey Kurosaki-kun? What are you…?"

"What am I doing? I'm heading down." Ichigo stated, as if it was the most obvious thing in the world. "With all this rubble, there's no point in searching for stairs or anything. It's quicker just to carry you down, right?"

"B-but…" she started with a sweat. Ichigo just glanced back at her with raised eyebrows.

"What is it? Is something wrong?"

Orihime hesitated before she spoke again, a blush burning on her cheeks. "I-I'm pretty heavy…"

"Ah… Don't worry about it. It's not as bad as I expected." He said the whole statement as if it was nothing. Apparently Nell didn't think it was nothing, because she whacked him in the crotch.

With a pained look, and a rather large amount of sweat on his face, he wheezed out, "You… you little bitch…"

Nell only scowled at him. "You thouldn't talk to a lady like that! There are proper wayth to go about talking to ladieth!" Her eyes grew wide now. "Like even if they're heavy, you thould thay that they are light! Even if they're heavy!"

Orihime spoke up nervously. "S…Stop that Nell-chan… You don't have to go that far…" They landed on the sands as she finished her sentence.

Ichigo just glanced between the two of them nervously. "Any… way. For the moment, I have to go help out Chad and Rukia…"

Nell burst out at that one. "W-what about us? Are you going to leave us behind?"

Ichigo just looked at her. "Why the hell would I do that? You're coming too. You'd be in much more danger staying here…" He stopped and his eyes widened when he realized that someone was standing behind him. He, Nell, and Orihime all turned to see Grimmjow standing there. He was panting heavily and dripping blood.

Ichigo hardened his expression and readied his sword as Grimmjow took a step toward him. "Kurosaki-kun…" Orihime whispered as she raised a hand to stop him. It was unnecessary though, as Grimmjow's Hollow body started to recede and seal itself back into the shape of a sword.

The process soon completed itself and Pantera was back in his master's hand. Grimmjow continued to pant heavily, glaring at the orange haired Shinigami in front of him, who just glared back at him. "Like I'd lose…" Grimmjow panted out. "Like I'd… There's no way… NO WAY I'D LOSE TO SOMEONE LIKE YOU!" He finished with a shout and lunged forward to attack.

Ichigo kept his glare, and moved to intercept the sword, throwing his own away. The two of them clashed, only to have Ichigo catch his sword arm. "…Stop it now, Grimmjow. You have lost." There was a pitying look on his face as he spoke. "I don't know about you being king or whatever… but just beating up everyone who annoys you and becoming king yourself… where the hell is the fun in that?"

Ichigo's pitying look turned to a scowl. "If I really piss you off that much , I'll fight you as many times as you like! So for now, would you please just stop?"

Grimmjow stared at the ground for a moment. His anger took over. He ripped his wrist from Ichigo's hand, and shouted, "DON'T SCREW WITH ME, YOU BASTARD!" It would be the last thing he would ever say.

From seemingly nowhere, a large bladed weapon appeared, cleaving it's way deep into Grimmjow's side, while the point of it pierced it's way through his skull. Grimmjow's beautiful teal eyes could only wide in surprise as the blade cut into him, while Ichigo's eyes widened, and Orihime looked on the scene, her hands covering her mouth.

The strange blade was pulled from Grimmjow's form, dropping it to the ground as the life left the Arrancar's eyes. The two teal orbs became smoky and lifeless, and the blue hilted Zanpakutou fell from his lifeless fingers.

Ichigo could only watch with wide eyes as Grimmjow's form faded away, disappearing to the void just as all Hollows did when they were slain. All that was left of him was his Zanpakutou.

Ichigo started turning toward the direction that the blade had come. His wide eyes fell upon a tall lanky figure. He wore the standard Arrancar uniform with just a few variations in the form of a large, rounded collar, and shoes with curled ends. His hair was long and greasy looking around his face, which sported a large, toothy smile, and a condescending squinty eye. The other eye was covered by a large eye patch that spread over a good portion of his face. In his right hand, he held a long weapon, which ended with two crescent shaped blades, the sharpened edge on the inner side of the two crescent shapes. A large chain was attached to the other end of the pole.

"Sorry for butting in when you were just finishing up," came the cold sneering voice of Nnoitra Jiruga, "but you can just die! Nice knowing you Grimmjow!" He kept the smile and even chuckled a little when he said it.

The chuckle came to an end and he started towards Ichigo, who kept his still wide eyes on the Arrancar. "What the hell are you? An Espada?"

Ichigo received no answer to his question. Nnoitra just kept walking towards him with the same sneering smile on his face. It only served to make Ichigo mad. "I'M ASKING WHO THE HELL YOU ARE! ANSWER ME DAMMIT!"

If it were possible, Nnoitra's smile got even bigger. "Really want to know the name of the one who's going to kill you, huh boy? Fine." He hefted his great weapon and jumped at Ichigo. With a hard swing, he brought it down on Ichigo, only to have it blocked by Tensa Zangetsu. With a great heave, Ichigo managed to push Nnoitra back, despite the bad shape his body was in. "I'm Nnoitra Jiruga. And what were you called again? Huh, Shinigami?"

At first Ichigo wasn't going to answer, but he did anyway, even if begrudgingly. "… Kurosaki Ichigo."

Nnoitra gave another toothy smirk. "Kurosaki, huh?" He crossed his arms and smiled wider, hefting his weapon again. "I'll remember that…" His eyes widened in excitement. "But only for those few short moments before you die!" He swung his weapon at Ichigo, who jumped away. Massive amounts of debris and sand were swirled up in the attack, which Ichigo was thankful had missed him.

Ichigo thought he had been in the clear, until his eyes widened in realization. He brought his sword up to his side just in time to block the follow up swing Nnoitra threw at him, struggling to hold back the giant ax like weapon. With a grunt he thought, 'This guy…His body is so thin, but his brute strength is incredible!' With a small push, Nnoitra managed to push Ichigo away stirring up more sand.

Ichigo skidded to a stop just in time to block another swing by Nnoitra as Orihime moved to intervene. "Kurosaki-kun!"

Nnoitra wouldn't have it though. "Tesla!"

"Yes." A man appeared behind Orihime. His emotionless face wore an eye patch over his right eye and had what looked to be a set of teeth over his forehead. He grabbed Orihime, and threw her to the ground.

"Inoue!" Ichigo shouted, turning away from his fight. A big mistake on his part.

Nnoitra frowned. "Where d'you think you're looking?" He swung again and would have connected with the boys head if Ichigo hadn't just managed to duck under the massive weapon.

With an angry look on his face, he turned back to Nnoitra. "Get your hands off of Inoue!"

Nnoitra couldn't help but chuckle at that one, big smile forming across his face once again. "Hah, you're pretty funny! That is the sort of thing that you say when you're thinking, 'As long as the girl is okay, I can beat his bastard.'"

He chuckled once again. "Let me tell you somethin'" He stuck his tongue out to reveal a large, dark number 5 across its surface, shocking Ichigo to the core. "That's my rank. You get it now?" His tongue stayed on his lips, but they still turned upward in the form of a smile. "That bastard that I killed beat the hell out of you before you beat him… and I'm stronger than him." He lifted a hand and said, "You're finished… ah, sorry. I forgot your name."

He swung his large weapon at Ichigo once more as Ichigo jumped into the air, barely managing to avoid the weapon before laying a foot on it to help propel himself at Nnoitra. He swung Tensa Zangetsu as Nnoitra's head, who followed Ichigo's earlier example and ducked under the swing as Ichigo flew past him.

"Hah, you move pretty well!" Nnoitra said as he glanced back at Ichigo. "This isn't your first battle against an opponent with a staff weapon?"

"It's my second!" Ichigo said, flying past.

"Is that right." was all Nnoitra said as he brought the pole end of his weapon around and hitting Ichigo in the back. The blow knocked all of the air from his lungs and sent him flying back to the spot where Grimmjow had vanished. Several more of his ribs were broken, and he coughed up even more blood when he landed. He laid there now, more blood slowly dripping from his wounds and mouth, the little bit of color that was left leaving his cheeks as his eyes slowly starting to lose the light of life.

Nnoitra looked at the boy in disappointment. "Is that all? And here I thought he might put up more of a fight."

Orihime was distraught as she watched the whole exchange, and then even more so when she saw Ichigo not getting up again. "Kurosaki-kun!" she shouted from the arms of her captor. She turned to Nnoitra, who still had the disappointed look on his face. "Stop it! Stop this…" She started to cry, the tears spilling down her pale cheeks. "Kurosaki-kun is already injured! Please…Don't kill him!"

Nnoitra scowled now, and shouted back at the red haired healer. "Shut up! Are you an idiot? I'm fighting him because he's injured!" He kept his scowl and turned to Ichigo, who was steadily growing weaker. "This is a battle. Of course it's going to be unfair." He started walking. "That which is called battle was a monster originally born of unfairness and intolerance. 'I can't stand that guy.' 'I can beat that guy.' 'I can't forgive that guy.' We make enemies for all sorts of reasons, and from the moment you make an enemy until one of you draws your last breath, you're in a battle."

Ichigo's eyes were on Nnoitra as he tried to raise himself, sword in hand, to continue the fight. It was not to be. As soon as he was to his elbows, he started to cough up more blood and fell back to the ground. Neither he nor Nnoitra noticed the faint glow around the blue hilted Zanpakutou lying next to him.

Nnoitra continued his advance, still speaking. "To come bursting into the middle of an enemy stronghold…to have a great flashy battle like that…and not expect someone to come after you… That's just a bad joke, Shinigami."

Ichigo glared up at him while Orihime looked on with wide teary eyes. Nnoitra though, just chuckled. "I was watching your fight with Grimmjow from the very start. I knew exactly what I was dealing with." He raised his weapon high above his head. "This is it Shinigami. Tell Grimmjow I said hello."

With that final statement, he swung down. Time seemed to slow for Ichigo. Orihime screamed, and tears ran from her eyes as Tesla held her in place. In Ichigo's mind, he couldn't believe it. 'No, I have to save Orihime! I have to save my friends! Dammit! I want to win! I have to!'

As the blade was about to connect with his form, time really did slow, and came to a stop. Ichigo's eyes widened and he looked around. Nnoitra stood, his face caught in a frozen grin. Orihime stood frozen in a struggle against her captor, her tears literally hanging in midair.

'This is…' Ichigo recalled his fight with Zaraki Kenpachi. It was just like that. He looked around, expecting to see old man Zangetsu.

No such luck. He looked all around, but never saw the old man. He received a surprise and a massive amount of shock though when he faced forward to see his other half standing on the blade of Nnoitra's weapon. "Hey King, long time no see!"

Ichigo couldn't help but scowl at his horse. "What the hell are you doing here? I beat you!"

Hichigo wagged a finger from side to side. "Ah ah ah King. You may have beaten me, but I'm still part of you, you stupid prat. As to why I'm here, I told you already. I am as much a part of Zangetsu as I am of you. Don't always expect to see that old man."

"All right then, why the fuck are you here?"

"Oh Kingy, language. Is that anyway you thank me from saving your ass? Nope!" Hichigo couldn't help but chuckle a little more which just served to make Ichigo even madder. "Kidding! Damn you're stupid King! But then again I didn't save your ass!"

That one got Ichigo's attention. "What the hell are you talking about? Aren't you the one who did this?" He gestured to the frozen surroundings.

"Nope! Not me, Kingy boy!" Hichigo cackled. "I was about to take over when this happened. Nope, the one who did this is right there!" He pointed, only to make Ichigo raise an eyebrow. He was the one being pointed at.

"Beside you boy," came a deep growling voice from his left. He turned his head only to have his eyes widen once again. It was a black panther sitting there on its haunches, its tail slowly swishing from side to side.

"Who are you?" Ichigo asked, clearly confused.

"You already know who I am boy," the panther said, his golden yellow eyes turning to a glare, "as my master just died after his fight with you." Ichigo's eyes grew wider.

Grimmjow's Zanpakutou. Pantera.

"Why did you save me? What possible reason could you have to help me?"

"Damn you're ungrateful!" Hichigo said with a sigh, which earned him a glare from Ichigo. "And rude! Let the cat fucking speak!" Ichigo just glared and turned back to the panther.

Pantera continued, sans interruptions from Ichigo or Hichigo. "As I was saying boy, I was Grimmjow's Zanpakutou. However now I am without an owner." He paused, before staring deep into Ichigo's eyes. "Tell me boy… Do you wish to save your friends?"

Ichigo looked at the big cat like he was insane. "Of course I do! It's why I came here in the first place!"

The panther closed his eyes and nodded. It was an odd gesture for a cat to make. "Very well boy." He stepped aside to reveal the blue hilted blade that he represented. Ichigo only looked at him with a raised eyebrow. "You know my name already. Now grasp my hilt and call it out!"

Ichigo couldn't believe his ears. "Are you insane? You're an Arrancar's Zanpakutou! I can't use you!"

"Kami, I said it earlier and I'll say it again! King, you are an idiot!" Hichigo said. "A sword is a sword, no matter who the hell uses it!"

"That's bullshit and you know it!" Ichigo shouted to his other half, "You've seen the released state of an Arrancar's Zanpakutou! If I use that sword-"

"Will you shut up?" Hichigo shouted back. "You have the powers of a Hollow already! What could a little more possibly do?"

"For all I know, it'll turn me into a fucking Hollow! If that happens, I'll end up killing everyone!"

"Boy, listen to me," Pantera said, "I know not what the consequences will be to you taking me as a weapon, but know this… You will not become a Hollow." Ichigo looked at him with wide eyes. "That much I am certain of. However, once you release me, you will not be able to seal me again, just as it is with him." He indicated Hichigo, who was grinning like a fool.

"Sounds like a good deal to me, King!" he laughed. "So, you gonna accept or what?"

Ichigo swallowed as he looked back at the elegant blue hilted katana. He didn't want to do it. He didn't want to take the sword, but he wanted to save his friends. Gritting his teeth in frustration and pain, he reached out and grabbed the sword by the hilt.

The panther nodded and faded away. Just before time resumed, Ichigo saw Hichigo fade as well, his face still marred by his normal, black-toothed, shit eating grin. "Good choice King!" He was gone after that.

As Nnoitra swung down, he couldn't help but be disappointed. The boy had been no challenge at all. Just as his weapon was to strike Ichigo, Tensa Zangetsu blocked the large blade, keeping it from slamming into his body. "Oh," Nnoitra expressed with a smile and a raised eyebrow, "So you still have some fight in you, huh boy?"

With a grit of his teeth, and a great heave of strength, Ichigo pushed Nnoitra back. Sticking his black blade into the ground, he moved to stand, Grimmjow's Zanpakutou in his left hand. That fact didn't go unnoticed by Nnoitra.

Letting out a chuckle, he smiled another toothy smile. "What do you think you're gonna do with that thing? That's an Arrancar's Zanpakutou. It won't work in the hands of a Shinigami."

"Shut up!" Ichigo shouted as rose to his feet again. He was panting heavily, but he was standing. "I don't care what you have to say! I will save Inoue! I will save my friends!" He gritted his teeth, knowing it was now or never. Holding out Grimmjow's Zanpakutou, he took a deep breath.

"Kishire, Pantera!" (Grind, Panther King)

What happened next was completely unexpected by all parties present. A massive blast of reiatsu came forth from both the blade and Ichigo, kicking up a massive swirling cloud of sand and dust that caused Nnoitra, Tesla, and Orihime's eyes widen. The pressure was almost overwhelming to them. All around Hueco Mundo, despite some of the battles that continued raging, all felt this new burst of reiatsu.

Meanwhile, from within the cloud Ichigo was screaming in pain. The sword had released for him but its release had been accompanied by a burst of the most intense pain his body had ever received as it changed his form.

Nnoitra's eye narrowed at the event after overcoming his initial shock. 'What is this? That was clearly Grimmjow's Zanpakutou. So then how was a stinking Shinigami able to use it?'

The reiatsu coming from the cloud of sand began dying down, and Tesla relaxed a little while keeping his firm grip on Orihime. Nnoitra grinned again. "What the hell was that Shinigami?" he called into the cloud. "Looking to make your death a big show?"

Orihime just looked at the cloud with wide eyes. "Kurosaki…kun?"

There was silence. Nothing moved. Nothing made a sound. Nnoitra was about to shout into the cloud of sand again when something within let out the roar of a big cat. But this was no small roar, as it rang out all across Hueco Mundo with a blast of reiatsu in its wake so powerful that even Aizen himself paused in confusion.

'What is this reiatsu?' he thought to himself from deep within Los Noches. 'It feels like an Arrancar, but it doesn't feel like any of mine. Who is this?'

Elsewhere within Los Noches Ichimaru Gin was grinning. 'Now things are gettin' interesting.'

Within the special room created by Szayel Aporro Granz, the fighting between Ishida Uryu, Abarai Renji and their duplicates ceased as they all felt the reiatsu given off by a now unknown source.

'What the hell is that reiatsu?' Renji thought. 'It's massive!'

Ishida was having similar thoughts, but he couldn't help but notice that the reiatsu felt familiar somehow.

Szayel though, was having different thoughts. 'My, what a strong reiatsu. I'll have to study it after I get rid of these two.'

The ones that were seemingly the most affected by it though were Halibel and her Fraccion. Mila Rose, Apache, and Sun-Sun were all having trouble breathing under the immense pressure. They sank to their knees as sweat poured off of them, looks of fear present on all three of their faces.

Though Halibel was still on her feet, even she was feeling this new reiatsu. 'This reiatsu…It feels like Grimmjow's, but I very clearly felt his disappear. There is no doubt that he is dead. But then, who is the one releasing Pantera?'

The roar died away, but at it's source another small burst of reiatsu released causing the cloud to disperse. There, standing on the white sands stood a figure glaring out at Nnoitra, Tesla, and Orihime. A figure who's eyes glowed a fierce, fiery red.

Orihime stared on with wide, frightened eyes as two words escaped from her worried lips.


Omake: Urahara's Soapbox

"Hello hello! And welcome to the first installment of Urahara's soapbox!" Urahara bows before pulling out his fan, covering the lower half of his face.

"This little corner of the universe has been reserved by yours truly to help readers understand the magnificent world of 'Panther King of the Shinigami', a story that takes place in an alternant but still similar universe as the canon Bleach series."

"How are the different you ask?"

*Urahara pulls down a large poster featuring two identical Ichigo's*

"Now, the Ichigo on the left, whom we shall refer to as Ichigo 504, is the canon Ichigo you all have come to know and love. The Ichigo on the right however, whom shall be known as Ichigo 808 is the Ichigo you will come to know and love much much more."

"They look the same, but they aren't. Ichigo 808 has a slightly different thinking process, one that will lead to the primary difference between the two," Urahara explains, pointing at the two Ichigo with his now closed fan as tiny kanji appear above the two Ichigo's.

Ichigo 504's reads 'Will die a virgin' while Ichigo 808's reads 'Will get laid…a lot'


Ignoring canon Ichigo's outburst, Urahara continues.

"This universe has many subtle differences, along with a few not so subtle ones from universe 504. While I would love to simply spill the beans and tell all of its little secrets, a higher force prevents me from doing so…"

*Towel clad Yoruichi waves while Urahara gain a dopy grin*

"I will however explain a few of the more important differences to prevent confusion. The first of these as you might (read as should) have noticed is that Arrancar Zanpakutou are vastly different here from their canon counterparts. They are not simply an Arrancar's spiritual power sealed into a solid form, but a variant of the standard Shinigami Zanpakutou. This means they have a spirit within them exactly the same as a Shinigami's."

*Pulls down poster featuring an image of Zangetsu and Pantera*

"Now, the key difference is the relationship with the host. Shinigami Zanpakutou are a portion of the owners soul that gains sentience and becomes an individual in of itself, they are in essence a metaphor of the owners true self…with a few exceptions we'll address later."

*Urahara now points at Pantera*

"Arrancar Zanpakutou are the opposite, formed from the darkest recesses of the owners soul, the least human and most animalistic part of their being. Basically a metaphor for the worst traits of the owner."

*Both posters roll up and disappear*

"Lastly, in this universe, since Zanpakutou, both of the Shinigami and the Arrancar variety are fully developed individuals they can transfer from individual to individual under certain circumstances. They wont respond to just anyone however, there are very strict and very complicated requirements decided by the blade itself."


"When this happens however you can never be sure what the results will be. The Zanpakutou is a tool, a weapon to be used. As such, it will become what would be most suitable for its new owner while keeping in line with its nature. So don't expect Ichigo to grow wings or turn into a dragon."

*Timer buzzes*

"Well looks like that's all the time we have for today's lesson. Look for the next lesson to be at the end of the next chapter, they might take a little time to show up, but they will eventually. If you have any questions, comments or concerns, please feel free to ask them, and either the author or one of his inner hollows will respond to you within the reviews section or (in the authors case) a response to you."

*Urahara bows before screen turns black*

And there's Chapter one! Find out what happened to Ichigo next time. Bye for now!

P.S. Ichigo will have lots of girls in this fic, including a few Arrancar girls. Don't like it, megabyte me! Sorry, channeling Bruce Almighty there.