A.N: Just wanted to create an innuendo fic. I find them hilarious and wanted to give it a try. Already posted this on livejournal, but figured I'd post it here as well.

Warnings: sexual innuendo, yaoi

Pairings: Grimm/Ulqui, implied Szayel/Nnoitra

Disclaimer: I still don't own Bleach D:

"You think you're so great?" Grimmjow demanded, trialing the fourth espada.

"I merely think I am better than you," Ulquiorra argued, hands deep in his pockets, as he continued on with his pace. "I don't have time to waste on trash."

"So you only like me for the sex, is that it?"

Ulquiorra stared blankly at the sixth for a moment. "You are failing to play along. Have you forgotten that our relationship is meant to be secret?"

Grimmjow huffed. "Shut up. You do act like you're better than me."

"I am," Ulquiorra agreed. "And you are trash."

"..." It took a moment for Grimmjow to comprehend what he had just heard. "Then you obviously weren't just saying that for the heck of it."

Ulquiorra walked up to Grimmjow, only a few feet having been separating them in the first place. Green locked with teal. "You are slightly above trash to have gained my attention," Ulquiorra said, voice low incase any listeners were nearby. "Which brings you almost up to my level."

Grimmjow didn't know how to respond to that. Was it a compliment or an insult? He decided it was a complisult, the closest Ulquiorra could get to complimenting someone. "You really don't understand emotions at all, do you?" He started to lean forward, to push his lips against the pale ones of the slighter arrancar... Only to find the lips out of reach. "What the hell?"

"Not in public," Ulquiorra replied simply. They continued on a few steps, before Ulquiorra realized Grimmjow had stopped quite a few feet back. Belying his uncaring act, he turned around, asking, "What are you doing?"

Grimmjow made a shushing sound, gesturing for Ulquiorra to come closer. The fourth observed the way Grimmjow had his ear pressed up against the door. Curious, he followed suit. The voices of Nnoitra and Szayel could be heard through the door.

"Ow! I thought you said you were good at this!" Ulquiorra noted it as Nnoitra's voice, wondering what he was listening in for.

"I am. Now shut up. You need to relax for this to work." Definitely Szayel. Ulquiorra raised a brow, mouthing to Grimmjow, "What is that crazy scientist doing to Nnoitra?" Even Ulquiorra feared being alone in unfamiliar territory with Szayel.

"Ack! Get your hands away from my hole!"

Grimmjow quickly slapped a hand over his mouth, eyes widening with mirth. Ulquiorra just stared blankly, not for the first time within the last half hour. "By hole... does he mean his mouth? Nostrils? Ears?"

Grimmjow's face was now burning red with the effort to keep from laughing.

"It feels good. Trust me."

"And that stuff your usin' is all slimy an' weird!"

Grimmjow grabbed Ulquiorra, voice cracking from the restraint of not busting up, "You don't know what they're doing?"

"I am unaware. It is a very vague conversation." Ulquiorra wondered if it was really such common knowledge. "Care to inform me?"

"Well... it's, y'know, what we do."


"...are you an idiot?"

Then it suddenly hit Ulquiorra, eyes widening. "They can't possibly be doing that. It would be highly unethical, in a room where anyone can hear. Why not a bedroom?"

Grimmjow was about to respond, when the sounds started up again.

"Ahh... yeah, that does feel good!" Nnoitra said, though it was more of a moan.

"Told you so. Every arrancar likes having this done to their hole."

Grimmjow sputtered, unable to say anything comprehendable. Ulquiorra gave a stiff nod of understanding, his own features heating up.

"This might hurt a little, so..."

"The painful part isn't over?"

"No. That was just preparation," said Szayel, not sounding abashed in the least. "It'll hurt a little at first, but you'll enjoy it soon enough. It's actually meant to relieve pain."

Grimmjow leaned over, whispering into Ulquiorra's ear, "What kind of pain can that possibly relieve?"

"Emotional?" Ulquiorra suggested.

Nnoitra's voice was heard again, this time as a yelp. "Stop pushing, moron! That hurts! Ow! What the hell is that thing, anyways?"

"You don't know? I thought all arrancar have one."

"Maybe if you didn't make it so long and hard, it wouldn't be so painful!"

Ulquiorra didn't know when he had burried his face in Grimmjow's shirt to hide his embarrassment, but the teal-haired arrancar didn't seem to mind at all. "Grimmjow," he mumbled. "Did Nnoitra just say that... that Szayel made it long?"

"I... think so," Grimmjow agreed. "Should we stop them or something?"

"Does that mean you want me to stop?" Szayel asked, sounding smug.

"I want you to go back to using your hands!"

"But that's no fun at all. Then I don't get to test this out."

"All because you made your own version does not mean it needs to be tried out."

Finally having enough, Ulquiorra pulled from Grimmjow's grasp. "Open the door."

"You," Grimmjow argued. But then Ulquiorra gave the sixth the look. Eyes widening slightly, lower lip out in a pout... A look reserved strictly for Grimmjow. Grimmjow grunted in response, throwing the door open. "Can you do this somewhere more private?"

Green and teal eyes took in the situation with surprise. Though at first it looked just as bad as they had thought, closer inspection proved otherwise. Nnoitra was without a shirt and laying on his stomach upon a bed, and Szayel was straddling the man's back. But Szayel was fully clothed, and Nnoitra clearly had his pants on. Szayel held a long device in one hand, and had it pressed against Nnoitra's back. It was slicked up in some oil, if the scent was any hint.

Szayel got up from Nnoitra, who just stayed in place, groaning something about his back feeling worse. "I know massages can be considered wrong when done by a man, to a man. But it's not like he could ask Halibel to give him a massage."

"...a massage?" Ulquiorra repeated. "Why does he need one?"

Szayel sighed, appearing annoyed. "He broke some bones and ripped some muscles in a battle. The doctor did a really good job of healing him, but everything was left tensed and painful."

"So... you weren't...?" Grimmjow managed, unable to finish his sentence.

"No, we were not giving each other massages like many human couples do."

While Grimmjow felt relieved, Ulquiorra felt curious. "Human couples?"

"Yes, you see..." As Szayel went on to describe the way to best give a massage, Aizen and Gin stood outside the door, listening in on the still-sexual-innuendo conversation. They, on the other hand, didn't burst into the room, left with horror and confusion.

A.N: Reviews highly appreciated!((hint-hint-cough-cough)) Wanna know whatcha thought.

I love criticism, too! You can't be too judgemental! And REVIEWERS GET COOKIES OF ANY TYPE THEY REQUEST!

Me: ((munching on chocolate chip cookies and eating cookie dough))